Casual Legal: Electronic document signing

By Ben Throndson
Reynolds Mirth Richards Farmer LLP
Alberta Municipalities Casual Legal Service Provider

Municipalities are increasingly leveraging electronic signature software such as DocuSign and Adobe e-Sign to streamline the execution of documents. This article surveys the legal basis in Alberta for the use of electronic signatures by municipalities and outlines certain important exceptions to the ability to use them.

In Alberta, electronic signatures are legally recognized under the Electronic Transactions Act (the “Act”). The Act defines an electronic signature as “electronic information that a person creates or adopts in order to sign a record and that is in, attached to or associated with the record.” This is a broad definition which can include different e-signing methods, such as a unique electronic user code associated with a contract to authenticate the signing party, a signature drawn by the user on the contract, or an image of the user’s signature which they affix to the contract.

Under section 16 of the Act, a legal requirement that a record be signed is satisfied by an electronic signature (unless the record falls within one of the categories of exceptions discussed below).

The Act contemplates that municipalities may adopt standards and requirements to ensure authenticity and reliability of an electronic signature provided by the other party to a contract. Under section 22 of the Act, a legal requirement for a signature which is to be provided to a municipality is satisfied by an electronic signature only if the electronic signature:

• meets the information technology standards, if any, established by the municipality
• meets the requirements, if any, of the public body as to the method of making the signature and as to reliability of the signature.

It is also important to note that not all types of legal documents may be signed electronically. Section 7 of the Act excludes legal estate documents (wills, enduring powers of attorney, personal directives), guarantees, and negotiable instruments (such as cheques) from electronic signatures. It is especially important to note that the Act also does not apply to “records that create or transfer interests in land”. So, while a contract for the purchase and sale of lands may be electronically signed, the actual Transfer of Land document must be physically signed in ink and the original must then be provided to the Land Titles Office.

In conclusion, the use of electronic signatures by municipalities marks a significant step towards modernization and efficiency. Municipalities are entitled to create guidelines and standards to ensure authenticity of the electronic signature provided by contracting parties. Further, electronic signatures are not available when signing land transfer documents.

To access Alberta Municipalities Casual Legal Helpline, Alberta Municipalities members can call toll-free to 1-800-661-7673 or send an casuallegal [at] abmunis.ca (email) to reach the municipal legal experts at Reynolds Mirth Richards and Farmer LLP. For more information on the Casual Legal Service, please call 310-MUNI (6864) or send an riskcontrol [at] abmunis.ca (email) to speak to Alberta Municipalities Risk Management staff. Any Regular or Associate member of Alberta Municipalities can access the Casual Legal Service.

DISCLAIMER: This article is meant to provide information only and is not intended to provide legal advice. You should seek the advice of legal counsel to address your specific set of circumstances. Although every effort has been made to provide current and accurate information, changes to the law may cause the information in this article to be outdated.