A reminder of the procedures to be adopted when involved in a ‘virtual’ signing (ie where some or all of the parties are not physically present at the same meeting). In practice, this covers the situation where clients pre-sign, and the signature pages are then sent by the solicitors to the other side by e-mail or fax.

The need to adopt recognised procedures in such situations was recognised by ?Mercury [2008]. As far as deeds are concerned, the judge made it clear that ‘the signature and attestation must form part of the same physical document’. As far as contracts (not deeds) are concerned, the requirement is that ‘the document to be signed exists as a discrete physical entity (whether in a single version or as a series of counter parts) at the moment of signing’. These requirements have created some uncertainty and so the wary will follow the procedure that is now recommended by the City of London Law Society (CLLS) when dealing with deeds and contracts relating to real estate. The steps to be taken are:

Once the documents have been agreed, the final execution copies are e-mailed (as PDF or Word) to the parties and their lawyers. For convenience, a separate PDF or Word document containing the signature page may be sent (but that is not essential).

Each signatory prints and signs the signature page only. There is no need to print off the full document.

The client sends back to the solicitor: (a) a scanned (PDF) copy of the signature page and (b) a copy of the full version of the document (Word or PDF). The parties can then use these copies to exchange or complete (if deeds are involved, then make it clear when delivery is to take place, or make it clear that the deed has not been delivered merely because it has been signed and that the steps set out above have been followed).

Although the CLLS recommends the full procedure set out above, it does acknowledge that some firms may simply prefer to arrange for each party to print off the contract in full, then execute the signature page and e-mail back a scanned PDF of the signed signature page.

If you are exchanging by phone using a Law Society Formula, then you should let the other side know that you do not hold a ‘wet ink’ signature, but instead have a scanned PDF in accordance with CLLS recommendations, so that they are aware of that fact and approve the use of such a document for exchange of contracts. Source: www.citysolicitors.org.uk.