SEAL THE DEAL: Signing contract documents legally in the e-age

Published by Law Society of New South Wales

Often, not enough attention is given to the procedure for executing contractual documentation when finalising an agreement. This is increasingly an issue as the number of parties involved in transactions increase, parties often do not execute contracts in the same physical location, and frequently parties are required to execute signature pages and return them by email.

In a recent court case a tax consultancy operated a taxavoidance scheme for some of its clients. The revenue authorities suspected that the scheme had been dishonestly implemented and sought warrants to search for  documents at a number of client premises.

What they found was that the documentation through which the scheme had been implemented was invalid. Documents had been executed in draft form and signature pages from the drafts detached and stapled to final  versions.

There are a number of lessons to learn from the case.

Avoid obtaining signatures on a draft for later appending to an amended final contract or deed. Provide executing parties with a complete copy of a deed or contract for execution rather than just the execution page. And do not obtain an original signature on one contract or deed and transfer that signature page to another  subsequently amended contract or deed.