I. Overview

In Singapore, the use of electronic and secure electronic signatures is governed by the Electronic Transactions Act, Cap 88 (ETA) and the Electronic Transactions (Certification Authority) Regulations 2010. The Personal Data Protection Act 2012 (PDPA) is also relevant to personal information used in secure electronic signatures. 

Generally speaking, electronic signatures are commonly used for all types of transactions in Singapore, and their use is increasing as a result of expanded use by local companies. The benefits that come along with electronic signatures are undeniable, as documents can be signed with just a mobile device at hand, within a matter of minutes. This is particularly efficient where:

◎   Signatures from multiple parties are required, such as a shareholders’ or directors’ resolution; or

◎   Several  of the required signatories are situated overseas, where electronic signatures facilitate a fast turnaround and reduction of document delivery costs. 

Per Singaporean Law, the key features of the legal effectiveness of electronic signature is summarized as below:

◎   Electronic signatures may be accorded the same legal status as a “wet ink” signature (i.e. which requires one to physically sign the document), provided that the certain requirements are met (see section III below);

◎   For electronic signatures, it includes secure electronic signatures. Under the ETA, both electronic signatures and secure electronic signatures are enforceable and admissible. However, in proceedings involving a secure electronic signature, the signature will have the same presumption of enforceability as a “wet signature”. If the electronic signature is not a secure electronic signature, this presumption will not apply;

◎   Special considerations to be considered for cases that generally require a traditional signature (see section IV below). 

Judges are familiar with the laws surrounding e-records and e-signatures. Electronic signatures are widely accepted as evidence, and judges frequently cite the ETA in cases pertaining to signatures and contracts.

II. Brief of interpretation 

Electronic signature – “an acknowledgement provided in an electronic format that a business can use to demonstrate the intention of a party (e.g. acceptance)” and that can electronically be used to authenticate the party involved.”, which is defined by Infocomm Media Development Authority. The ETA does not specify a form that an electronic signature must take. Thus, it may take various forms such as:   

◎   A scanned physical signature;

◎   A drawn signature on an electronic device;

◎   Clicking “I agree” to terms and conditions on a website; or

◎   Typing your name at the signature portion of an online form.

Secure electronic signature – digital signatures backed by certificates from trusted service providers.

Digital Signatures – an electronic signature consisting of a transformation of an electronic record such that a person with the initial untransformed electronic record and the signer’s public key can accurately determine:

◎   Whether the transformation was created using the private key that corresponds to the signer’s public key (i.e. belongs to the same key pair); and

◎   Whether the initial electronic record has been altered since the transformation was made.

Presumption of enforceability as a “wet signature” –      

◎   It is the signature of the person to whom it correlates;

◎   It is affixed by that person with the intention of signing or approving the electronic record; and

◎   It is authentic and has integrity.

III. Conditions to meet for electronic signatures

For an electronic signature to be valid, it must meet the following conditions:

◎   There must be reliable assurance about the integrity of information in the electronic record, from the time it was first made in its final form;

◎   Where the electronic record is to be provided to a person, it must be capable of being displayed to that person; and

◎   It must comply with any additional requirements relating to electronic records specified by the public agency supervising the provision or retention of such records. 

For a secure electronic signature to be valid, it must be possible to verify that, at the time it was made, it was:

◎   unique to the person using it;

◎   capable of identifying such person;

◎   created in a manner or using a means under the sole control of the person using it; and

◎   linked to the electronic record to which it relates in a manner such that if the record was changed the electronic signature would be invalidated. 

The above conditions for a secure electronic signature can be met through the application of a specified security procedure (as prescribed under the Electronic Transactions (Certification Authority) Regulations 2010 as well as the Third Schedule to the ETA), or a commercially reasonable security procedure agreed to by the parties involved. 

In addition to the requirements for a valid secure electronic signature, a digital signature must meet the following conditions:

◎   It must have been created during the operational period of a valid certificate and could be verified by reference to the public key listed in that certificate; and

◎   The certificate is considered trustworthy because:it was issued by an accredited certification authority operating in compliance with the regulations; or

a)       it was issued by an accredited certification authority operating in compliance with the regulations; or

b)       it was issued by a recognized certification authority; or

c)       it was issued by a public agency approved by the Minister to act as a certification authority on such conditions as he may by regulations impose or specify; or

d)       the parties have expressly agreed between themselves (sender and recipient) to use a digital signature as a security procedure, and the digital signature was properly verified by reference to the signatory’s public key.

The ETA includes a voluntary accreditation scheme of certification authorities (CAs), which is overseen by the Infocomm Development Authority of Singapore. However, non-accredited CAs still need to comply with basic duties and obligations, which include the duty to use trustworthy systems in their businesses and to issue, suspend, revoke, and publish its certificates under specific circumstances. Accredited CAs must comply with additional duties and obligations such as undergoing audits prior to each term of accreditation and more stringent requirements relating to the issuance, renewal, suspension, revocation, and publication of its certificates. 

Digital signatures based on digital certificates issued by accredited CAs are automatically considered to be trustworthy and are recognised by the law. 

IV. Special considerations 

In Singapore, PDPA states that organizations shall not transfer any personal data they hold to a country or territory outside of Singapore, except in accordance with the requirements prescribed under PDPA. 

Transacting with public sector entities

A SingPass account is required to use electronic signatures with government entities, The Singapore Personal Access, or SingPass system, is a single sign-on online service that allows those with Singapore IDs to be able to transact with government agencies. The “Sign with SingPass” feature on the SingPass mobile application allows users to digitally sign an electronic document. Such digital signatures use certificates issued by Assurity Trusted Solutions (“ATS”), the national certification authority in Singapore. Upon ATS’ accreditation under the ETA, such digital signatures will be regarded as secure electronic signatures.  

Use cases that generally require a traditional signature

In Singapore, there are several use cases that generally require a traditional signature. Additionally, there are several instances that require additional consideration for legal compliance of e-signatures such as when transacting with public sector entities. The following are excluded from the ETA and therefore cannot be electronically signed: 

(1)     Wills

(2)     Negotiable instruments, documents of title, bills of exchange, promissory notes, consignment notes, bills of lading, warehouse receipts or any transferable document or instrument that entitles the bearer or beneficiary to claim the delivery of goods or the payment of a sum of money

(3)     The creation, performance or enforcement of an indenture, declaration of trust or power of attorney, with the exception of implied, constructive and resulting trust.

(4)     Any contract for the sale or other disposition of immovable property, or any interest in such property

(5)     The conveyance of immovable property or the transfer of any interest in immovable property. 

The Electronic Transactions (Amendment) Bill amending the ETA was passed by Singapore’s parliament on 1 February 2021 and came into force on 19 March 2021.  It enables the creation and use of transferable documents or instruments such as electronic bills of lading (eBLs, mentioned in bullet point two (2) above) be signed or executed electronically, which are key documents for international trade.  

Reference:

◎   Electronic Transactions Act, Cap 88 (ETA)

◎   Electronic Transactions (Certification Authority) Regulations 2010

◎   Electronic Transactions (Amendment) Act 2021

◎   The Personal Data Protection Act 2012 (PDPA)

◎   Other public material from peer companies 

Linked articles:

◎   [Compliance-SG] Electronic Signature – common practice 

Disclaimer:

Information on this page is intended to help businesses understand the legal framework of electronic signatures. However, EStar cannot provide legal advice. You should consult an 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, EStar provides this material on an "as-is" basis. EStar 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.