An electronic signature has the same legal effect as a handwritten one in the Netherlands, provided the method is reliable enough for the purpose of the document and the circumstances of the case. That is the standard in Article 3:15a of the Dutch Civil Code (BW); the exception is any act for which the law requires a notarial deed or another specific form.
The law does not prescribe a technology; it asks whether the method fits the transaction. The European eIDAS Regulation (Regulation (EU) No 910/2014) gives that standard more structure by setting out three types of electronic signature.
Elektronik imzanın üç türü nedir?
eIDAS distinguishes a simple, an advanced and a qualified electronic signature. Only the qualified signature has the effect of a handwritten signature by operation of law, under Article 25(2) eIDAS, throughout the European Union.
A simple electronic signature is any electronic data attached to a document to sign it, such as a typed name, a scanned signature or a click. An advanced electronic signature is uniquely linked to the signatory, can identify them and shows whether the document has been altered afterwards. A qualified electronic signature is an advanced signature created with a qualified signature device and based on a qualified certificate issued by a trust service provider on the EU trusted list.
Hangi türe ihtiyacınız var?
For most commercial documents a simple or advanced signature is adequate under Article 3:15a BW. In practice, the advanced signature offered by established signing platforms is the sensible default: it identifies the signatory and records whether the document was changed, which is what a dispute will turn on.
A scanned signature pasted into a document sits at the weak end. Anyone with the file can reuse it, and it says nothing about later changes to the document. If the other party denies signing, the party relying on a simple signature must show that the method was reliable enough; with a qualified signature that debate does not arise.
Elektronik imza ne zaman yeterli olmaz?
Some acts require a notarial deed, and an ordinary electronic signature cannot replace that. Examples are the transfer of registered property, the transfer of shares in a B.V. under Article 2:196 BW and the incorporation of a B.V. or N.V. before a civil-law notary (notaris).
Certain family-law and employment documents carry form requirements too, such as a written non-compete clause in an employment contract. Before signing anything electronically, check whether the law requires a specific form for that act.
Elektronik imzanın geçerliliğini nasıl sağlarsınız?
What decides a dispute is evidence about the signing process, not the signature image. Under Dutch procedural law the court assesses that evidence freely, so keep the audit trail the platform generates: who signed, when, from which address, how they were authenticated, and the hash showing the document is unchanged.
Agree in advance, ideally in the contract itself, that the parties accept electronic signing and which method applies. Match the method to the stakes: a qualified signature for a transaction worth defending, a simple one for a routine confirmation.
What should you check when you send a document for signing?
- Whether the law requires a notarial deed or another specific form for this act.
- Which eIDAS level the signing platform offers: simple, advanced or qualified.
- How the platform authenticates the signatory, for example by SMS code or an identity document.
- That you can download and keep the audit trail and the signed file.
- That the contract records that the parties accept electronic signing.
What should you check when you are asked to sign electronically?
- That the document you sign is the final version and that you receive a signed copy.
- Who the other signatories are and whether they are authorised to represent their company, for example in the Business Register (Handelsregister) of the KVK.
- Whether the platform shows you the audit trail afterwards.
- Whether a typed name or click by you could be read as a signature of a document you only meant to review.
Elektronik imzalarla sizin için neler yapabiliriz?
We advise companies and individuals on electronic signing; more about our work is on our Bilişim avukatı sayfamızı ziyaret edin.
- We assess which signature level fits a specific transaction.
- We check whether a form requirement or notarial deed rules out electronic signing.
- We draft the clause in which the parties accept electronic signing.
- We review the audit trail when a signature is disputed and assess your evidence.
- We represent you in proceedings where the validity of a signature is in issue.
ÖZET
- Hollanda'da, BW Madde 3:15a uyarınca, elektronik imza, yöntemin belge ve koşullar için yeterince güvenilir olması durumunda geçerlidir.
- eIDAS distinguishes simple, advanced and qualified electronic signatures; a qualified signature has the effect of a handwritten one across the EU (Article 25(2) eIDAS).
- Acts such as a share transfer in a B.V. (Article 2:196 BW) or a property transfer still require a notarial deed.
- Bir anlaşmazlık durumunda sizi koruyan şey, imzanın kendisi değil, imzanın ardındaki denetim izidir.
Sık Sorulan Sorular
E-posta onayı bir imza sayılır mı?
It can be a simple electronic signature if it is intended to sign. Under Article 3:15a BW it counts only if the method is reliable enough for the document and the circumstances, which for anything significant is a thin foundation.
Sözleşmeler için yetkili bir imza gerekli midir?
Rarely by law, but it removes the argument. A qualified signature has the effect of a handwritten signature under Article 25(2) eIDAS, so its reliability is not open to debate.
Taraflardan biri elektronik olarak imzaladığını inkar edebilir mi?
They can dispute it, which is why the audit trail matters. With an advanced or qualified signature denial is difficult; with a pasted image it is not.
Can a share transfer in a B.V. be signed electronically?
No. Under Article 2:196 BW the transfer of shares in a B.V. requires a notarial deed executed by a Dutch civil-law notary.
