Legality of eSignatures in Denmark

Background

The integration of eSignatures has streamlined document verification, enhancing the efficiency of both local and international dealings in Denmark. These digital methods facilitate swift and environmentally friendly signing procedures, reducing paper use and expediting commercial contracts. Nonetheless, several factors must be considered when adopting eSignatures in Denmark.

It is advisable to choose an eSignature provider that adheres to Danish laws, particularly the Act on supplementing provisions (Act No. 617 of 08/06/2016), which supplements the eIDAS regulation and the E.U.'s electronic identification and trust services regulation. These regulations ensure that eSignatures carry the same legal weight as their handwritten counterparts for transactions within Denmark. However, some documents may still necessitate a handwritten signature, and legal stipulations may vary by region, so consulting with a legal expert is recommended.

When selecting an eSignature service, security should be a top priority. The provider should incorporate robust security measures, including encryption, authentication mechanisms, and audit trails, to safeguard against unauthorized access and to authenticate the validity of documents. BoldSign provides these security features to satisfy both compliance and security needs.

To sum up, eSignatures offer significant advantages and are widely accepted. Yet, to implement them effectively in Denmark, adherence to legal requirements, robust security protocols, and user-friendly service are imperative.

Overview of electronic signature regulations in Denmark

Operations entailing the use of electronic signatures within Denmark are regulated by the:

• Act on supplementary provisions to the regulation on electronic identification and trust services for use in electronic transactions in the internal market.¹
• Regulation [E.U.] NO. 910/2014.²

As a rule, the regulation deems electronic signatures legal when completing transactions. eSignatures under the regulation are categorized into:

1. Simple electronic signatures
2. Advanced electronic signatures
3. Qualified electronic signatures

An advanced electronic signature is an electronic signature meeting the requirements set out in Article 26³. It decrees that an advanced electronic signature must be:

• Uniquely linked to the signer
• Capable of identifying the signatories
• Developed through means that the signatory can keep in their control.
• Linked to the data it relates to so that any subsequent change to the data is detectable.

Uniquely linked to a person

A secure electronic signature must be uniquely connected to the person using it. The signature must be created using methods only the signer can access, like a private key and confidential information, to verify their identity.

Use and incorporation remain in their sole control

The person using the secure electronic signature must have sole control over the means of creating it. Typically, this requires managing a key pair or using two-factor authentication, with the signer exclusively holding the private key to prevent signature forgery.

Identify the person using the technological process

The process used to create the signature must be capable of identifying the person signing. This may include using a biometric signature, a personal identification number (PIN), an email address, or even a company registration number.

Track down any alterations made after signing

It is essential to preserve the authenticity of the signed document. Modifications made to the document post-signature should be identifiable. This is commonly accomplished through an audit trail. Audit trails record the signer's IP address, timestamps of key signing events, and location, providing proof of identity, timing, and signature place.

A qualified electronic signature is an advanced electronic signature generated using a certified device. It relies on an accredited certificate specific to electronic signatures.

Article 32⁴ sets out a validation set of standards to be met by a qualified eSignature. These are:

• A statutory compliant certificate at the time of signing.
• A qualified trust service provider issued a certificate that was valid when signing.
• Signature validation data corresponds to the one provided to the relying party.
• The unique set of data representing the signer in the certificate was correctly provided to the relying party.
• The use of any pseudonym is disclosed to the relying party if a pseudonym was used at the point of signing.
• The electronic signature is developed through a qualified electronic signature creation device.
• The integrity of the signed data has not been compromised.
• Meets the validity standards of an advanced eSignature.

Summary analysis

Trusted list (Trust Service Providers)

Subject to Article 22 of the eIDAS⁵, the Communications Regulation Commission (CRC) reserves the duty and obligation to establish, maintain, and publish a list of trust service providers. The trusted list maintains records of all accredited trust service providers operating within Denmark, along with the trust services they offer. Upon request, trust service providers that are not accredited may also be included in the Trusted List.

The active accredited trust service providers are⁶:

• Den Danske Stat
• Penneo A/S

Scope and limitations of eSignature transactions

The use of electronic signatures for concluding transactions is not uniformly recognized as legally valid. As a result, certain types of transactions and applications are appropriate for electronic signatures, while others are not. An analysis of this issue is presented below, along with a concise table outlining the relevant transactions.

Documents that can be signed

Electronic signatures can be employed to affix signatures and provide countersignatures on an array of documents, such as:

• Human resources
• Procurement
• Non-disclosure agreements (assuming they are contracts, not formal deeds)
• Software license agreements
• Insurance industry
• Educational field, etc.

Cases where only qualified eSignatures and wet-ink signatures are authentic

Under Article 25 of the eIDAS⁷ which has been ratified by Denmark, qualified electronic signatures equivalent to secure electronic signatures are deemed to bear the same legal validity granted to wet-ink signatures.

Exempted transactions

Although the eIDAS does not expressly provide for any transactions excluded from being completed by electronic signature, a collective effort of the states saw the establishment of the E-Commerce directive [2000/31/E.C.].⁸

The directive gives member states a list of transactions that may be excluded from the electronic execution model. Denmark, under its E-Commerce Act, has adopted a section of the E.U. directive on electronic commerce.⁹ This, therefore, exempts the following transactions:¹⁰

• Field of taxation
• Activities of notaries or equivalent professions to the extent that they involve a direct and specific connection to the exercise of public authority.
• Transactions relating to agreements or practices governed by cartel law
• Gambling activities which involve wagering a stake with monetary value in games of chance, including lotteries and betting transactions.
• The representation of clients and defense of their interests before courts.

Additionally, under Danish law, the following documents cannot be signed or executed electronically:

• Bearer bonds
• Wills or other documents that require notarization or witnessing.

Summary list

To guarantee the legitimacy of an electronic signature, it is recommended to adhere to the following best practices while also ensuring compliance with all relevant legal obligations:

• Verify the identity of the person signing and, in companies, confirm that the individual is legally authorized to commit the company with their signature.
• Obtain explicit consent from the person signing, which can be included in the contract itself or provided through a separate consent document, acknowledging their intent to use the chosen electronic signature method for the document.
• Safeguard the document against any alterations post-application of the electronic signature.
• Maintain a detailed record of the signing process, documenting each action taken by the person signing.

How does BoldSign help

The following elements of compliance available within BoldSign can be used to comply with Denmark’s electronic signature laws:

• Secure and unique signing link: A secure and unique link to sign a document is sent directly to the signer's email address. This ensures that the document is only accessed by the intended signer and cannot be tampered with.
• Password protection: Senders can specify a password that needs to be entered before viewing and signing a document. This adds another layer of security to the signing process.
• Audit trail: The IP address of the signer and timestamps for all significant events in the signing process are recorded in an audit trail. This provides a record of who signed the document, when, and where.
• Digital signature: The final document is digitally signed with an AATL-compliant certificate. This ensures that the document cannot be tampered with without invalidating the signature.
• Consent: Signers are asked to confirm their intent to sign electronically and informed that they could opt out. This ensures that the signer is aware of the implications of signing electronically and has given their consent.
• Custom terms: Get your signers to agree to a custom set of terms. This can be useful to ensure additional security or confirm that the signer understands the terms of the document.
• QES compliance: BoldSign offers fully compliant qualified electronic signatures (QES) that are simple, secure, and legally binding across Denmark. QES guarantees that your essential documents are protected with the highest level of eSignature security, giving you peace of mind in your digital transactions. Using BoldSign, you can confidently manage your important documents while ensuring compliance with Denmark’s regulations.

Disclaimer: The information on this page is intended to help businesses understand the legal framework of electronic signatures for this particular country.

However, Syncfusion’s officers, directors, stockholders, affiliates, attorneys, accountants, employees, or agents cannot provide legal advice. You should consult your personal attorney regarding your specific legal questions. Laws and regulations are subject to frequent changes, and the information may not be current or accurate. To the maximum extent permitted by law, Syncfusion provides this material on an “as-is” basis. Syncfusion disclaims and makes no representation or warranty of any kind with respect to this material, express, implied, or statutory, including representations, guarantees, warranties of merchantability, fitness for a particular purpose, or accuracy.

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