Requirements for electronic signature process
For companies that elect to use an electronic signature process for authentication documents, the following requirements apply:
- The electronically signed authentication document must be retained for five years and furnished upon request of the SEC (this is not a change from existing requirements).
- Prior to initial use of an electronic signature, each individual must manually sign a document agreeing that their electronic signature is the legal equivalent of their manual signature. This manually signed document must be retained for as long as the individual may use an electronic signature, but at a minimum, for 7 years after the date of the most recent electronic signature (this is a new requirement).
Manually signed documents may be retained and stored via electronic means.
In addition to the amendments to Rule 302(b) of Regulation S-T, the SEC amended certain rules and forms in the Securities Act, Exchange Act, and Investment Company Act that currently require a manual signature. These amendments allow for the use of electronic signatures, using a similar framework to that outlined above for Rule 302(b).