However, as market practice and technology evolve, the use of electronic signatures is becoming increasingly common in a range of commercial transactions and that trend is expected to continue.Įlectronic signatures can take a number of different forms, including: This typically involves the signatory signing a hard-copy document in wet-ink, converting the document and signature into electronic form (for example, by scanning or photocopying it) and sending it by email. Paragraph 8 of this note sets out a number of practical considerations which should be taken into account when considering whether to use an electronic signature.Īt present, where the parties to a transaction are not physically at the same meeting to sign the documents, it is common for the lawyers involved to arrange a signing via email, following the procedures set out in an earlier guidance note. See paragraph 7 of this note for a short discussion of when English law may not be the applicable law for determining whether or not a contract has been properly executed. This practice note is limited to the position under English law (the position under the laws of other parts of the United Kingdom may be different). Each transaction should be approached according to its own facts and should take into account the wider implications of the transaction, including any relevant regulatory or tax implications.
However, it is recognised that certain principles considered in this note may also be applicable to documents entered into in other contexts. This practice note is limited in scope to commercial contracts entered into (and certain other documents signed) in a business context, rather than those to which consumers or other individuals outside of a business context are a party. This note has been approved by leading counsel. The JWP has obtained legal advice from leading counsel (Mark Hapgood QC) on the use of electronic signatures as a valid method of executing documents. This practice note has been developed to help parties (and their legal advisers) who wish to execute commercial contracts using an electronic signature or who wish to enter into a commercial contract with one or more other parties that intend to execute that contract using an electronic signature. This practice note has been prepared by a joint working party of the Law Society Company Law Committee and the City of London Law Society Company Law and Financial Law Committees (the JWP).
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