Electronic signatures: When a commercial contract needs to be signed, what does ‘signed’ mean in our digital age?
The Law Commission recently released a report summarising the current law on the electronic execution of documents to help provide some clarification.
It noted that an electronic signature is capable of being used to execute a document, including a deed, provided that the person signing the document, including a deed, provided that the person signing the document intends to authenticate the document and that any formalities relating to the execution of that document are met.
As to what constitutes an electronic signature, the Law Commission found that the courts have adopted a pragmatic approach and have considered whether, in the circumstances, there was an intention by the person ‘signing’ to authenticate a document. For example, the following electronic forms have been held to amount to a valid signature:
- A name typed at the bottom of an email (including in a chain of emails back and forth between two parties)
- Clicking an ‘I accept’ tick box on a website
However, if a law specifically requires a handwritten signature for a particular type of contract, an electronic signature cannot be used.
The Law Commission also made some recommendations, including the establishment of a working group to discuss practical and technical issues with electronic signatures.
The full report can be accessed here.
Liz Gifford is a solicitor specialising in charities law in the business services department at Barker Gotelee Solicitors in Ipswich.