Name
Global FinTech Guide
Country _ Name
Hong Kong
SectionTitle
Signature requirements
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The signature requirements pertain the legal or contractual requirements in order to make a legally effective declaration of intent or a legally binding contract.


Possibility to replace a specific formal requirement of making a binding declaration of intention

The Electronic Transactions Ordinance (Cap. 553) (“ETO”) gives electronic records, contracts, and signatures the same legal status as their paper counterparts. 

The definition of “electronic signature” under the ETO is wide. It consists of any letters, characters, numbers, or other symbols in digital form attached to or logically associated with an electronic record and executed or adopted for the purpose of authenticating or approving the electronic record.

Digital signatures as a form of electronic signature are also recognised under the ETO. A digital signature is a more secure form of electronic signature supported by a recognised digital certificate that is generated using asymmetric encryption technology and has been authenticated.

Under the ETO, an offer and acceptance of an offer may be in whole or in part expressed by means of electronic records, and the validity or enforceability of a contract will not be denied solely because an electronic record has been used for the formation of a contract, whether in whole or part.

Further, electronic signatures are recognised for the purpose of most contracts provided that the criteria set out in the ETO are met. There are no express requirements for the electronic signature to be in a certain form or format. Please also see (f) below.

Presence of any specific formal requirements to effectively conclude a loan agreement

There are no specific formal requirements to effectively conclude a loan agreement, as long as the key elements to form a valid contract – being (i) offer; (ii) acceptance; (iii) consideration; and (iv) intention to create legal relations – are present. Typically, lenders will require much more than the presence of these four elements, such as, collateral/security.

Process of conclusion of a contract by using a qualified electronic signature in practice

Electronic signatures – Under section 6(1) of the ETO, for contracts not involving a governmental entity, an electronic signature is valid if: 

  1. it is attached to or logically associated with the relevant electronic record for the purpose of identifying the signatory and indicating the signatory's authentication or approval of the information contained therein;
  2. the method used to attach or associate the signature is reliable and appropriate having regard to all the relevant circumstances; and
  3. the person to whom the signature is to be given consents to the use of such method.

Digital signatures – Under section 6(1A) of the ETO, for contracts involving a government entity, a digital signature is valid if:

  1. supported by a recognised certificate (i.e. digital certificate issued by a certification authority);
  2. generated within the validity of such certificate; and
  3. used in accordance with the terms of such certificate.

In Hong Kong, there are two recognised certification authorities under ETO: (1) Postmaster General offering Hong Kong Post Certification Authority services; and (2) Digi-Sign Certification Services Limited. 

Legal consequences to a contract in case of not fulfilling formal requirements

If the formal requirements are applicable to a specific contract and they are not fulfilled, the contract has not been validly entered into. 

Usual practice of signing contractual agreements in the B2B sec

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