Legality of eSignatures in Tanzania

Background

In the words of Professor Chris Reed, the electronic signature serves three purposes: the identity of the signatory, the intention to make a signature, and that the signatory adopts the contents of the document¹. Electronic signatures are rapidly transforming the document authentication landscape, both in Tanzania and globally, by introducing efficient and environmentally conscious methods that are building momentum. The shift from paper to digital signatures accelerates the completion of various dealings.

For successful adoption in Tanzania, it’s crucial to select an electronic signature tool that aligns with the nation’s legal stipulations, specifically the Electronic Transactions Act². This is to ascertain the legal validity of electronic signatures in comparison to their handwritten counterparts within Tanzania. Despite the progressive acceptance, it’s essential to recognize that some documents may still need a physical signature, and seeking legal consultation is advisable to navigate variable regional laws³.

The importance of the security surrounding electronic signature platforms cannot be understated. Services need to integrate strong protection features such as encryption of data, verification of signer identities, and provision of trails for audits to deter wrongful access and guarantee document authenticity. For instance, BoldSign offers these imperative security features that comply with legal and security protocols.

For enterprises in Tanzania, it’s essential to emphasize legal conformity, elevate security measures, and choose user-friendly platforms for integrating electronic signatures into their business frameworks. This approach not only boosts productivity but also ensures the protection of their business exchanges.

Overview of the eSignature regulations

The operation of electronic signatures is regulated by the Electronic Transactions Act 2022⁴. The Act gives eSignature the legal validity equal to that granted to the wet-ink signature before its enactment. Similarly, where the fixation of a signature is in furtherance of a legal requirement, such a person shall be required to use a secure electronic signature, as will be explained below⁵.

The Tanzanian regulation grants all individuals the freedom to execute their contracts electronically upon agreement by the contracting parties. Such contracts, however, shall not be denied legal validity merely on the grounds that they were completed electronically⁶. To secure the electronic signature application process, the Electronic Transactions Act mandates compliance with two essential criteria. These criteria stipulate that:

A procedure must be in place to verify the identity of the individual and to demonstrate their purpose regarding the transmitted information.
The procedure utilized must have been dependable and suitable for its intended use at the time of its application.

The Act categorizes electronic signatures into two categories:

Standard electronic signatures
Secure electronic signatures

A standard electronic signature means data, including an electronic sound, symbol, or process, adopted to identify a part to indicate that part’s approval or intention in respect of the information contained in the electronic communication, and which is attached to or logically associated with the electronic communication⁷.

A secure electronic signature is an eSignature that is⁸:

Unique for the purpose for which it is used.
Used to identify the person who signs the electronic communication.
Created and affixed to the electronic communication by the signer.
Under the control of the person who signs.
Created and linked to the electronic communication to which it relates in a manner such that any changes in the electronic communication would be revealed.

A secure electronic signature is deemed to have been applied to a communication if the holder uses it with the intention of approving the electronic communication⁹.

Being uniquely linked to the signer

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

Use and incorporation remain in the signer’s sole control

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

Able to identify the signatories

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.

Ease in tracking 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.

The scope and limitations of eSignature transactions

The use of electronic signatures in transactions is not uniformly recognized as legally binding for completing documents. Therefore, there are particular categories of transactions and applications where electronic signatures are appropriate, and in some cases they are not. What follows is a detailed examination of this issue, along with a summary table outlining the relevant transactions.

Documents that can be signed

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

Human resources
Procurement
Non-disclosure agreements
Software license agreements
Insurance industry
Educational field, etc.

Use cases of a secure electronic signature

The law grants secure electronic signatures a unique consideration as to the use; as such, the signature can be used in place of a handwritten signature in:

Transactions with public institutions¹⁰
Execution of deeds¹¹
Notarization¹²
Acknowledgements¹³
Certification of copies of documents¹⁴
Memorandum and articles of association¹⁵
Certificate of transfer of shares¹⁶
Company auditor’s report¹⁷

Exempted transactions

The Electronic Transactions Act does not explicitly outline which types of transactions are excluded from finalization using an electronic signature. The legislation confers comprehensive legal validity to secure electronic signatures in transactions, particularly in cases where a signature is required. However, as a member of SADC, Southern African Development Community, the following transactions are exempt from electronic transactions¹⁸.

Contract for the alienation of immovable property.
Contract for long-term leases of immovable property in excess of 20 years.
The execution, retention, and presentation of a will or codicil.
The execution of a bill of exchange.

How does BoldSign help

The following elements available within BoldSign ensure compliance with the Tanzanian eSignature 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 that the signer understands the terms of the document.

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, or warranties of merchantability, fitness for a particular purpose, or accuracy.

Syncfusion makes no warranties of any kind, including but not limited to the information or the product, whether express, implied, statutory, or otherwise. To the maximum extent permitted by law, Syncfusion disclaims all conditions, representations, and warranties, whether express, implied, or statutory, with respect to this information, without limitation of any implied warranty of merchantability, fitness for a particular purpose, accuracy, or currentness of this information.

Syncfusion nor its officers, directors, stockholders, employees, affiliates, attorneys, accountants, or agents shall be liable for indemnification, nor does this create an express or implied, contractual or statutory, equitable or otherwise, under this Agreement. The officers, directors, stockholders, affiliates, attorneys, accountants, or agents will not have any liability in any form.

¹Chris Reed, ‘What is a signature?’, (2000) 3 Journal of Information, Law and Technology (JILT), <https://warwick.ac.uk/fac/soc/law/elj/jilt/2000_3/reed/> accessed on 13th May 2024
²The Electronic Transactions Act. Cap 442 (Https://Www.Mof.Go.Tz/Uploads/Documents/En-1676545044-The%20electronic%20transactions%20act,%20cap%20442%20r.E.%202022.Pdf)
³Anna Nordén, ‘Electronic signatures in a legal context’, in Cecilia Magnusson Sjöberg, editor, I.T. Law for I.T. Professionals – an introduction (Studentlitteratur AB; 2005) pp. 152-154; Ubena John, ‘E-documents & eSignatures in Tanzania: Their Role, Status, and the Future’, p 104; Stephen Mason, ‘The practical issues in using electronic signatures in different jurisdictions’, Computer and Telecommunications Law Review, 2021, Volume 27, Issue 6, pp. 165-179
⁴ The Electronic Transactions Act. Cap 442 (Https://Www.Mof.Go.Tz/Uploads/Documents/En-1676545044-The%20electronic%20transactions%20act,%20cap%20442%20r.E.%202022.Pdf)
⁵Ibid S. 6
⁶ Ibid Art. 21
⁷The Electronic Transactions Act. Cap 442. S. 3 (Https://Www.Mof.Go.Tz/Uploads/Documents/En-1676545044-The%20electronic%20transactions%20act,%20cap%20442%20r.E.%202022.Pdf)
⁸Ibid S. 7
⁹Ibid. S. 8
¹⁰The E-Government Act, 2019, S. 27 (Http://Elibrary.Osg.Go.Tz/Bitstream/Handle/123456789/881/10.%20The%20e-Government%20Act.Pdf?Sequence=1&Isallowed=Y )
¹¹The Land Registration Act Cap. 334, S. 91& 92
(https://oagmis.agctz.go.tz/portal/acts/revised/62/download )
¹² The Electronic Transactions Act. Cap 442. S. 10 (https://www.mof.go.tz/uploads/documents/en-1676545044-THE%20ELECTRONIC%20TRANSACTIONS%20ACT,%20CAP%20442%20R.E.%202022.pdf)
¹³ Ibid.
¹⁴Ibid.
¹⁵Companies Act, S. 5 & 9 (https://procedures.tic.go.tz/media/COMPANY%20ACT%202002.pdf )
¹⁶ Ibid. S. 81
¹⁷Ibid. S. 162
¹⁸ SADC Electronic Transactions and Commerce Model law, S. 6 (4) (https://www.itu.int/ITU-D/projects/ITU_EC_ACP/hipssa/docs/SA4docs/electronic%20transaction.pdf)

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Legality of eSignatures in Tanzania