MBR issues Notice on Electronic Signatures
by novolegal, on Oct 29, 2020 12:21:08 PM
The Malta Business Registry (MBR) has issued a notice clarifying that electronic signatures may be used when submitting documents to the Registrar of Companies in accordance with Regulation (EU) No 910/2014 of the European Parliament and of the Council of 23 July 2014 on electronic identification and trust services for electronic transactions in the internal market and repealing Directive 1999/93/EC (eIDAS).
Article 82 of the Companies Act Chapter 386 of the Laws of Malta provides for the authentication of documents supplied to the Registrar by electronic means through an electronic signature. The MBR has clarified that a qualified electronic signature is required as per Article 25(2) of the eIDAS which states that a qualified electronic signature shall have the equivalent effect of a handwritten signature. The eIDAS defines the term as “an advanced electronic signature that is created by a qualified electronic signature creation device, and which is based on a qualified certificate for electronic signatures”.
Qualified certificates for electronic signatures must meet the requirements laid down in Annex 1 of the eIDAS, and must thus contain, inter alia:
- An indication that the certificate has been issued as a qualified certificate for electronic signature;
- A set of data which clearly represents the qualified trust service provider issuing the qualified certificates including the Member State in which it is established, and, for a legal person, the name and registration number, and the person’s name for a natural person;
- The name or pseudonym of a signatory;
- Electronic signature validation data that corresponds to the electronic signature creation data;
- Details of the beginning and end of the certificate’s period of validity;
- Certificate identity code;
- Advanced electronic signature or advanced electronic seal of the issuing qualified trust service provider;
- The location where the certificate supporting the advanced electronic signature or advanced electronic seal is available free of charge;
- The location of the services that can be used to enquire about the validity status of the qualified certificate;
- It must be indicated whether the electronic signature creation data related to the electronic signature validation data is located in a qualified electronic signature creation device.
A list of approved eIDAS Trust Service Providers found in the European Union may be found here. One may also verify the trust service provider associated with an electronic signature by submitting an electronically signed document on this portal.
Documents signed electronically may be uploaded on the MBR’s online portal or delivered to the Registrar in paper format. Prior to making such submissions, the validity of the qualified electronic signature must be verified by uploading the documents on this website. Where electronically signed documents are submitted in paper format, the following declaration must be filled in by the person filing the documents and submitted together with the document, together with the verification of the validity of the qualified electronic signature. The soft copy document containing the electronic signature must also be sent to the MBR on [email protected] for verification. The date of receipt will be that when the physical copy is received.
The MBR reiterates the Registrar’s right to verify the validity of electronic signatures to ensure conformity with the requirements laid down in the eIDAS, and where such requirements are not met, documents will be sent back to the company’s registered office and such documents will not be considered as having been submitted, with the possibility of incurring penalties.
For further guidance on submitting electronically signed documents, contact us on [email protected].