eSignature Legality Guide

Common scenarios where a standard electronic signature (SES) is suitable include:

• Commercial contracts between businesses, such as NDAs, procurement agreements, and sales contracts
• Consumer agreements, including documents for opening new retail accounts

NOTE: While the law allows for electronic signatures on contracts, some parties in Sri Lanka may still prefer traditional signing methods.

Certain transactions are either expressly excluded from digital or electronic processes or require specific formalities, such as handwritten (wet ink) signatures or notarial procedures, which are generally not compatible with electronic signatures or digital transaction management.

• Handwritten - Licenses for telecommunications system operators must be in writing (see Section 17(6) of the Telecommunications Act No. 25 of 1991 (as amended) and Section 23(b) of the ETA)
• Handwritten - Bills of exchange must be written and signed by the maker; electronic records and signatures are not sufficient (see Section 3(1) of the Bills of Exchange Ordinance No. 25 of 1927 (as amended) and Section 23(c) of the ETA)
• Handwritten - Trusts for movable property (except constructive, implied, or resulting trusts) must be declared in a written document and signed by the author
• Handwritten - HR contracts and benefits documents: While handwritten signatures are preferred for evidentiary reasons, some labor department filings require a hard copy with a handwritten or ink signature (and sometimes a thumb impression)
• Handwritten - Intellectual property licenses and transfers require ink signatures, as the National Intellectual Property Office mandates filings with ink signatures
• Handwritten - Corporate documents: The Registrar General of Companies does not yet accept electronic signatures
• Handwritten - Some government departments still require handwritten documents, even though Section 8 of the ETA allows for electronic records and signatures in government institutions; full implementation is pending
• Handwritten – Financial transactions on regulated exchanges, foreign exchange transactions, inter-bank payment systems, agreements or settlements involving securities or other financial assets, and transfers of security rights in such assets require handwritten signatures (see Section 23(ca) of the ETA)
• Formal notary - Wills, testaments, codicils, or other testamentary dispositions must be written and signed by the testator in the presence of a notary public and two witnesses. Notarial attestation is not required if the will is executed before five witnesses (see Section 4 of the Prevention of Frauds Ordinance No. 7 of 1840 (as amended) (“PFO”) and Section 23(a) of the ETA)
• Formal notary - Powers of attorney must be written and executed before two witnesses or attested by a notary public, Justice of the Peace, Registrar, Deputy Registrar, Judge, Magistrate, or diplomatic representative (see Section 2 of the Powers of Attorney Ordinance No. 4 of 1902 (as amended) and Section 23(d) of the ETA)
• Formal notary - Trusts for immovable property (except constructive, implied, or resulting trusts) must be declared in a written document, signed by the author or trustee, and executed before a notary (see Section 5(1) of the Trusts Ordinance No. 09 of 1917 (as amended) and Section 23(e) of the ETA)
• Formal notary - Contracts for the sale or transfer of immovable property or interests therein must be written and executed by the maker or authorized person in the presence of a notary public and two witnesses, and duly attested, except for leases at will or leases not exceeding one month (see Section 2 of the PFO and Section 23(f) of the ETA)

Sri Lanka adopts a technology-neutral stance regarding electronic signatures, meaning there are no legal requirements to use any specific technology or digital certificate for a valid electronic signature. However, certain government transactions may have particular requirements.