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On November 17, 2020, the SEC adopted rules and amendments that will permit the use of electronic signatures in many SEC filings and submissions.  In announcing its action – which may be the first permanent rule change resulting from the COVID-19 pandemic – the SEC stated that the new rules and amendments “recognize the widespread use of electronic signatures….as well as the continuing need to support remote workforces” and that they “follow a rulemaking petition joined by nearly 100 public companies.”

The SEC’s adopting release notes that the signing process for electronic signatures must meet various criteria, including:

  • requiring the signatory to present a credential that authenticates his or her individual identity;
  • providing for non-repudiation of the signature;
  • requiring the signature to be attached, affixed, or “otherwise logically associated” with the signature page or document being signed; and
  • requiring a timestamp to record the date and time of the signature.

The new rules will be effective upon publication of the adopting release in the Federal Register; related new rules requiring electronic filing and service of documents in administrative proceedings will become effective 30 days after publication in the Federal Register, with mandatory compliance on April 12, 2021, with a 90-day phase-in period.

Please direct any questions or observations to Gunster securities law and corporate governance practice leader Bob Lamm.
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This publication is for general information only. It is not legal advice, and legal counsel should be contacted before any action is taken that might be influenced by this publication.

About Gunster

Gunster, Florida’s law firm for business, provides full-service legal counsel to leading organizations and individuals from its 12 offices statewide. Established in 1925, the firm has expanded, diversified and evolved, but always with a singular focus: Florida and its clients’ stake in it. A magnet for business-savvy attorneys who embrace collaboration for the greatest advantage of clients, Gunster’s growth has not been at the expense of personalized service but because of it. The firm serves clients from its offices in Boca Raton, Fort Lauderdale, Jacksonville, Miami, Orlando, Palm Beach, Stuart, Tallahassee, Tampa, The Florida Keys, Vero Beach, and its headquarters in West Palm Beach. With nearly 200 attorneys and 200 committed support staff, Gunster is ranked among the National Law Journal’s list of the 500 largest law firms and has been recognized as one of the Top 100 Diverse Law Firms by Law360. More information about its practice areas, offices and insider’s view newsletters is available at www.gunster.com.

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