Update: Companies can electronically sign with confidence again

Companies can once again execute documents electronically under section 127 of the Corporations Act 2001 (Cth) (Corporations Act) (including deeds in Victoria). Although these measures are temporary and are set to expire on 31 March 2022, the Federal Government intends to implement permanent changes prior to the reforms lapsing.

These amendments are important as where a company executes a document under section 127, the counterparties can assume that the document has been “duly executed” (i.e. properly executed) by that company.

Where a company executes a document with a common seal, remote witnessing of the fixing of the seal is also again permitted (although there are specific requirements to be complied with). 

The amendments also permit “split execution” by company officeholders (i.e. where two signatories sign separate execution blocks). They also allow meetings of shareholders and directors, and meetings of members of registered schemes, to be facilitated electronically, and for information required for a meeting to be circulated and accessed electronically by members.

The reintroduction of these temporary reforms will ensure that documents can continue to be properly executed amidst the ongoing COVID lockdowns.

If you have any queries, please do not hesitate to get in touch with a member of our team.