The BoldSign mobile app is now available. Visitthis link for more details and give it a try!
The BoldSign mobile app is now available. Visitthis link for more details and give it a try!
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The BoldSign mobile app is now available. Visitthis link for more details and give it a try!
The BoldSign mobile app is now available. Visitthis link for more details and give it a try!
Electronic signatures have revolutionized document verification by making agreement execution more efficient in Canada and globally. These digital solutions enable quick and eco-friendly document signing, reducing paper use and speeding up transactions. However, when adopting electronic signatures in Canada, understanding key considerations is crucial.
Users must choose an electronic signature platform that adheres to Canadian law, notably the Personal Information Protection and Electronic Documents Act (PIPEDA), which gives electronic signatures the same legal status as handwritten ones. Furthermore, it is essential to recognize that some documents might still need a physical signature, and regional legal variations may apply, so legal consultation is advisable.
Security is also vital. The selected electronic signature service must provide strong security features, like data encryption, user authentication, and audit trails, to protect against unauthorized access and maintain document integrity. Services like BoldSign offer such features to ensure compliance and security.
In essence, while electronic signatures are beneficial and accepted, compliance with legal standards, security, and selecting an intuitive platform is imperative for their effective use in Canada.
According to Canadian rules regarding electronic signatures, these are legally recognized digital marks made up of letters, characters, numbers, or symbols linked to an electronic document. In Canada, such signatures are valid on most documents if they can be directly associated with the signer and if there is evidence to certify their authenticity, ensuring no alterations or forgeries. It is also critical that the signer’s intention to sign is evident, showing a purposeful agreement to the document’s terms. When these criteria are satisfied, electronic signatures hold the same legal validity as handwritten ones.
An electronic signature can be any type of electronic mark linked to an electronic document or process. This includes:
Secure electronic signatures/digital signatures under the secure electronic signature regulations are defined using the term “digital signature,” which technically is the same as both use asymmetric cryptography and depend on Public Key Infrastructure for key and certificate management. Moreover, these regulations specify an asymmetric algorithm, require the Certification Authority recognition by the Treasury Board of Canada Secretariat for secure digital signature certificate issuance6, and presume the signatory’s identity matches the digital certificate unless proven otherwise7.
Standard Electronic Signature, on the other hand, is defined to be a signature that consists of one or more letters, characters, numbers, or other symbols in digital form that is incorporated in, attached to, or associated with an electronic document or electronic information8.
The Personal Information Protection and Electronic Documents Act Part 2, Sections 31(1), 48(1), and 48(2) collectively define a “secure electronic signature” as “an electronic signature that results from the application of a technology or process…” with the following characteristics:
A secure electronic signature must be uniquely connected to the person who is using it. The signature must be uniquely made with methods that only the signer has access to, like a private key and confidential info, to verify their identity.
The person using the secure electronic signature must have sole control over the means of creating the signature. Typically, this requires managing a key pair or two-factor authentication, with the signer exclusively holding the private key to prevent unauthorized signature forgery.
The process used to create the signature must be capable of identifying the person signing. This may include the use of a biometric signature, a Personal Identification Number (PIN), an email address, or even a company registration number.
It is essential to preserve the authenticity of the signed document. Modifications made to the document post-signature should be identifiable. This is commonly accomplished through the audit trail. Audit trails record the signers IP address, timestamps of key signing events, and location, providing proof of identity, timing, and place of signature.
The Uniform Electronic Commerce Act of Canada under Section 2 Subsections 3 & 4 exempt transactions from being completed vide electronic signatures. These transactions are:
As a result, provincial governments throughout Canada have implemented electronic commerce laws to create a uniform approach and offer explicit instructions regarding transactions that are not permitted, which may differ from province to province. A principal example of a transaction that is uniformly recognized across all provinces as not being eligible for conclusion via electronic signature is promissory notes under the bills of exchange act. This uniformity is due to the absence of equivalent legislation in each province9.
Numerous provinces across Canada have taken the initiative to introduce their own distinctive legislative measures pertaining to the use of electronic signatures. These provincial statutes serve to complement the overarching framework established by Canadian federal legislation, incorporating a series of supplementary constraints and stipulations that enhance the regulatory landscape for the utilization of electronic signatures within these jurisdictions. By doing so, these provinces aim to ensure a more comprehensive and nuanced approach to the governance of digital authentication methods, thereby addressing any jurisdiction-specific requirements and fostering a secure and reliable environment for electronic transactions.
Provinces such as Alberta, British Columbia, and Ontario have enacted legislation based on the Uniform Electronic Commerce Act of Canada (“UECA”), which is a piece of model legislation rather than a binding piece of legislation. The provincial legislations are:
There are several different laws within the provinces of Canada. There is a table below to note the difference and a longer explanation below the table.
| Province | What is prohibited | Legislation & Section | Unique nature of that province’s laws |
|---|---|---|---|
| Alberta |
|
Electronic Transactions Act. Section 7, (1) & (2) | Provides mandatory provision of a signature for submission to a governmental entity. |
| Ontario |
|
Electronic Commerce Act (2000) Section 31 | Provides mandatory provision of a signature for submission to a governmental entity. |
| British Columbia |
|
Electronic Commerce Act. Section 2 | Provides a technology-neutral approach, meaning that it does not prescribe specific technologies or processes for electronic signatures. |
| Prince Edward Island |
|
Electronic Commerce Act. Section 2, (3), & (4) | Consent to the use of electronic signature may be inferred from conduct. |
| Newfoundland & Labrador |
|
Electronic Commerce Act. Section 4, & 31(1) Corporations Act Section 87,(4) |
Allows commissioning of oaths, notarization, and witnessing of documents remotely vide audio-visual in place of electronic signature by lawyers (Bill 23). Alternate Witnessing of Documents Act (the “Act”). |
| Nova Scotia |
|
Electronic Commerce Act. Section 3(2) | Companies can decide on their business protocols (whether Electronic or manual) via their articles of association or follow the default Table “A” Regulations under the Companies Act or create their own customized Articles. |
| Saskatchewan |
|
Electronic Information and Documents Act, 2000. Section 4 | Consent to the use of electronic signature may be inferred from conduct. |
| New Brunswick |
|
Electronic Transactions Act. Section 2, (3) Corporations Act Subsection 47(4) |
Consent to the use of electronic signature may be inferred from conduct. |
| Manitoba |
|
Electronic Commerce and Information Act. Section 2 | Confers comprehensive legal validity to electronic signatures in transactions. |
| Quebec |
|
Act to establish a legal framework for information technology. |
|
In this landmark case, in Canada, the use of emojis in legal contracts was scrutinized. The Court ruled in favour of a grain buyer, finding that a thumbs-up emoji sent by the seller signalled agreement to a contract’s terms. This case highlights the growing relevance of digital communication in forming legally binding agreements.
During negotiations for a flax contract, the buyer sent a contract image to the seller asking for confirmation, to which the seller responded with a thumbs-up emoji. When the seller later failed to deliver the flax, the Court had to decide if the emoji indicated a valid contract. Using the objective bystander test and referencing both the Saskatchewan Electronic Information and Documents Act and the Canadian Sale of Goods Act, the Court determined that the emoji was a legally sufficient electronic signature, thus enforcing the contract.
The matter at hand pertained to the legitimacy of an electronic signature on the original document of a legal action. The lower court determined that a signature serves to confirm the signer’s identity, indicates consent, and provides assurance regarding the origin of the signed work. The Court recognizes an attorney’s electronic signature on legal documents as valid, which ought to be officially logged by the registry office. The reluctance of the registry to accept electronic signatures may be due to apprehensions about the potential for fraudulent activities associated with such signatures. Although attorneys are not immune to these risks, they retain the right to contest any signatures that are called into question. Nonetheless, these issues do not render electronic signatures invalid.
This case was on a determination that an email conversation of an informal nature, which is a regular feature of contemporary business communications, can serve as valid acknowledgments of a debt for the purpose of extending the limitation period according to Saskatchewan’s The Limitations Act (“the Act”). This is applicable even when numerous communications do not explicitly mention the debt. Moreover, these emails can fulfill the Act’s criteria for written acknowledgments that must be signed, despite the absence of a traditional handwritten or digital signature.
This, in extension, signifies that the typing of a name in an email can be deemed to be a valid form of electronic signature provided that it can be linked to the party who signed it, ensuring its legality and formality.
Under the Personal Information Protection and Electronic Documents Act (PIPEDA), as well as the respective acts in Alberta, British Columbia, and Ontario, the scope for what constitutes an electronic signature is quite expansive, accommodating various methods to fulfill such stipulations, provided that the use of an electronic signature is accepted for the specific document. To guarantee the legitimacy of an electronic signature, it is recommended to adhere to the following best practices, in addition to meeting all relevant legal criteria:
The following elements of compliance available within BoldSign can be used to comply with Canadian electronic signature laws:
Disclaimer: Information on this page is intended to help businesses understand the legal framework of electronic signatures for this country.
However, Syncfusion, its officers, directors, stockholders, affiliates, attorneys, accountants, employees, or agents cannot provide legal advice. You should consult your personal attorney regarding your specific legal questions. Laws and regulations change frequently, and this information may not be current or accurate. To the maximum extent permitted by law, Syncfusion provides this material on an “as-is” basis. Syncfusion disclaims and makes no representation or warranty of any kind with respect to this material, express, implied or statutory, including representations, guarantees or warranties of merchantability, fitness for a particular purpose, or accuracy.
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1 Personal Information Protection and Electronic Documents Act
2 Secure Electronic Signature Regulations
3 Electronic Payments Regulations
4 Payments and Settlements Requisitioning Regulations
5 Uniform Electronic Commerce Act
6 Secure Electronic Signature Regulations. Section 4
7 Ibid Section 5
8 Electronic Documents and Electronic Information Regulations, Section 1 (1) as read with Section 31, (1), Personal Information Protection and Electronic Documents Act
9 Bills of Exchange Act (BEA) S.4, 16, & 176, (1) as read with schedules 2 or 3 of the Personal Information Protection and Electronic Documents Act
10 Saskatchewan Health Care Directives and Substitute Health Care Decision Makers Act, 2015 Section 2;