The digitalization of corporate governance and ownership administration is accelerating. More and more companies are signing agreements, board minutes, and other documents electronically — but are e-signatures truly legally binding?
For the vast majority of agreements, the answer is a clear yes.
Contract law and the principle of form freedom
Under Swedish law, the principle of form freedom applies. This means that an agreement is valid as long as the parties have agreed to be bound by it.
In practice, this means a contract can be concluded verbally, via email, with a handshake — or electronically.
An electronic signature is therefore just as valid as a traditional handwritten signature, provided it can be shown that:
- The parties intended to enter into a binding agreement.
- The identities of the parties can be verified.
- The contents of the document have not been altered after signing.
This aligns with the European eIDAS Regulation, which governs electronic signatures within the EU, as well as the U.S. ESIGN Act and UETA.
In other words: a digital signature isn’t just convenient — it’s fully legal across the EU, as long as it meets a few fundamental requirements.
Exceptions: When is a handwritten signature required?
There are certain types of agreements that must be signed on paper or with a so-called qualified electronic signature.
Examples include:
- Property transfers in Sweden (Chapter 4, Section 1 of the Swedish Land Code, 1970:994)
- Temporary employment contracts in Germany, which by law must be signed by hand or with a qualified e-signature
In all other cases — such as shareholder agreements, customer contracts, board minutes, option programs, and share issues — form freedom applies, meaning electronic signatures are legally binding.
Evidential value and security
If an electronically signed document were ever to be challenged in court, the company must be able to prove:
- The intent to sign (for example, through the e-signing process)
- The identity of the signer (for example, via email, SMS, or BankID)
- The integrity of the document — that it hasn’t been altered after signing
Modern e-signing services, such as Scrive, handle this by creating an evidence package: a digital record containing timestamps, IP addresses, signing methods, and a digital seal that reveals any post-signing changes.
This means that electronically signed documents today hold up well — even in court.
The Swedish Companies Registration Office and e-signing of corporate documents
In recent years, the Swedish Companies Registration Office (Bolagsverket) has increasingly embraced digital handling of company documents.
- Since 2018, annual reports can be signed with BankID and submitted digitally.
- Board minutes and general meeting minutes do not need to be sent to Bolagsverket, but they must be properly retained.
These documents can be created and signed electronically, as long as the company ensures they cannot be altered afterward and that the identity of each signer is clearly verifiable.
For Bolagsverket (and auditors), what matters most is traceability and secure identification — not whether the signature appears on paper.
Conclusion
E-signing is no longer a “modern alternative” — it’s the standard.
As long as you use a reputable e-signing service and clearly state in the agreement that the parties intend to be bound electronically, the document carries the same legal validity as a traditional paper contract.
For boards, entrepreneurs, and growing companies, this means decisions can be made faster, documents stored more securely, and formalities handled with far greater ease.