E-mail Signatures
A recent case in the High Court confirmed that the automatic insertion of an e-mail address in the header of an e-mail document does not amount to a signature for the purposes of determining whether the terms of that document can be enforced.
- Under the Statute of Frauds 1677 a person who has promised to guarantee the debt, default or miscarriage of another person can only be compelled to stand by that promise if:
- there is a written agreement; or
- there is a memorandum or note evidencing an oral agreement, which has been signed by the person making the promise or by someone authorised by him or her.
- In the case of Mehta v J Pereira Fernandes SA, the Respondent had supplied products to a company of which the Appellant, Mr Mehta was a director. When the company failed to pay for products supplied by the Respondent, the Respondent commenced winding up proceedings.
- Mr Mehta asked a member of staff to send an e-mail to the Respondent’s solicitors offering to provide a personal guarantee in return for an adjournment of the winding up proceedings. The e-mail was not signed by Mr Mehta but the header of the e-mail showed that the e-mail had come from Mr Mehta’s e-mail address, which contained his name.
- The Respondent’s solicitors accepted Mr Mehta’s offer and adjourned the winding up proceedings, but Mr Mehta took no action to honour the guarantee.
- When the Respondent applied to the County Court to enforce the guarantee it was held that:
- Mr Mehta’s e-mail did amount to a guarantee in writing; and
- the presence of Mr Mehta’s e-mail address on the e-mail sent to the Respondent’s solicitors constituted sufficient signature for the purposes of the Statute of Frauds.
- Mr Mehta appealed to the High Court, which held that the e-mail:
- was a sufficient written note or memorandum for the purposes of the Statute of Frauds;
- did not, however, contain Mr Mehta’s signature or the signature of a person authorised by him, the automatic insertion by the sending or receiving internet service provider of his e-mail address being incidental.
Whilst e-mail is often used because it is quick, convenient and relatively informal, this case makes it clear that it cannot always be relied upon to create binding legal obligations: it will frequently be safer to obtain original signatures on hard copy documents.
