One of the most common questions I get both from myself and my overseas/out-of-town clients whenever there is signing of documents is: “are digital signatures valid?”
I am careful in using a straight or now question because “valid” could have been said with different intents: (A) valid in the sense that it’s binding between the parties and their heirs/assigns?; (B) valid in the sense that it can be used to register in the ROD or bind third persons?
In other words, the answer is “it depends” or “we qualify first.”
If the intent is merely to bind parties and their heirs/assigns
If the intent is letter A, whether it binds the parties to the agreement and their assigns/heirs, the answer is yes. Examples of this kind of documents are:
- Promissory Notes
- Legal Retainership Agreement
- Memorandum of Agreement
Digital signatures are valid if (1) the electronic document is complete, unaltered, reliable, capable of authentication, and (2) the signature method identifies the signer and indicates the signer’s intent to be bound.
Under Section 8 of the Electronic Commerce Act (2000), an electronic signature is equivalent to a handwritten signature when the following are established:
- The method identifies the person to be bound and shows that person’s access to the document;
- The method is reliable and appropriate for the transaction;
- The signature was necessary for the person to proceed with the transaction; and
- The other party could verify the signature and decide whether to proceed based on that authentication.
Section 9 of the Act also creates a presumption that the electronic signature belongs to the person to whom it correlates and was affixed with the intent to sign, unless reliance on it is unreasonable or the relying party knew of a defect.
Note that the law cited above concerns “Commerce”; it primarily addresses the enforceability of commercial documents. However, for admissibility in court proceedings, Section 7 of the Rules on Electronic Evidence (2001) recognizes authenticated electronic documents as admissible, subject to the Rules of Court and related laws.
This means that if your goal is only to bind each signatory and make the document commercially enforceable between or among yourselves, digital signatures are sufficient. Provided you ensure the following:
- “Document is complete, unaltered” – this means that you cannot use a Word Document or any word-processing document because it allows parties to “alter” the content.
- “unaltered, reliable” means you must use a format such as PDF and a the e-signing tool must ensure that the document cannot be altered after the parties sign.
- “capable of authentication” / “identifies the signer” – the e-signing tool must give you the capability to verify who the parties are that signed – either by giving you their personal identifiers, such as their complete name and/or email.
The usual tools I use are EDoc Sign and Adobe Acrobat.
Also, the Supreme Court in Bagumbayan vs. COMELEC held,
“As gleamed from the wording of the law, the signature may be any distinctive mark or characteristic that represents the identity of a person. Thus, a machine signature of a PCOS machine may validly be considered the functional equivalent of the aforementioned “digital signature,” as it represents the identity of the individual, said signature naturally being created specifically for the person him or herself inputting the details.“
If the intent is to notarize or register the deed
However, if the intent is letter B, such as when the parties want the document to be notarized (to make an SPA valid or present it with the court for future litigation), or present it for registration with the ROD, then a digital signature is not sufficient.
A digital signature does not by itself make the deed a notarized public document. For a sale of real property, Article 1358 of the Civil Code requires a public document primarily for convenience, greater efficacy, and enforceability against third persons.
However, it is settled that the absence or defect of notarization does not necessarily invalidate the sale between the parties; it reduces the instrument to a private document requiring proof of due execution and authenticity. (Yadao vs. Caletina)
Even if you don’t intend to notarize or register the instrument, if your e-sign tool cannot establish the identities or integrity of a deed, the e-signature is insufficient.
But if you use an e-signature tool and try to register the Deed of Sale with the ROD, it will not be allowed because notarization requires personal presence before a notary public. The proper procedure for signing abroad is to sign before a notary public and have it apostilled, or sign before the Philippine consulate. Then send the SPA/deed to the Philippines for the other party to sign and notarize there.
On E-Notarization (launches October 19, 2026)
However, the Supreme Court’s latest innovation is the launch of E-notarization on October 19, 2026. For an electronically notarized deed, the applicable Rules on Electronic Notarization (2025) must be followed. The electronic notarization framework is distinct from merely affixing a scanned signature, typing a name, or using an online-signature platform.
The practical issue is therefore not merely whether the signature is “digital,” but whether the parties can establish identity, intent, integrity of the deed, authenticity of the signature, and compliance with the formalities required for the transaction.
