The Russian Federation has long embraced digital document flow, establishing a robust, tiered legal framework for electronic signatures (e-signatures) to grant legal validity to digital transactions. The core principle established by Russian law is that an electronic document signed with the highest standard of e-signature is legally equivalent to a paper document signed with a handwritten (“wet-ink”) signature, except in specific, legally mandated cases.
Russia’s approach is defined by its foundational law, which creates a clear hierarchy of e-signature types. This tiered system determines the evidentiary weight and enforceability of the digital signature: the higher the type, the greater its legal presumption of validity, thereby offering predictability for both domestic and increasingly, cross-border electronic interactions.
Legal Framework
The primary legal instrument governing the use of electronic signatures in Russia is Federal Law No. 63-FZ “On Electronic Signature” dated April 6, 2011 (hereafter, “Federal Law 63-FZ”). This law is supplemented by provisions in the Civil Code of the Russian Federation (specifically Article 160 on the written form of transactions) and various secondary legislation issued by regulatory bodies like the Federal Security Service (FSB) and the Federal Tax Service (FTS).
Federal Law 63-FZ defines three main types of electronic signatures:
1. Simple Electronic Signature (SES)
i. Definition: An SES is an electronic signature that confirms the creation of the electronic signature by a specific person through the use of codes, passwords, or other means. Examples include a login/password combination or a one-time code sent via SMS.
ii. Legal Equivalence: An SES is not legally equivalent to a wet-ink signature by default. It may only be recognized as equivalent if expressly provided for by federal law or by a prior agreement between the parties involved in the electronic interaction. This pre-agreed process must define the rules for verifying the signatory’s identity.
iii. Evidentiary Weight: Low. It primarily establishes authentication within a closed corporate or government system but is generally insufficient for high-value external contracts without explicit legal or contractual backing.
2. Enhanced Unqualified Electronic Signature (UES)
i. Definition: An enhanced signature generated using cryptographic transformation methods. It allows for (i) identifying the signatory and (ii) detecting any changes made to the electronic document after it was signed. However, it relies on a certificate issued by an authority that is not officially accredited by the state.
ii. Legal Equivalence: Similar to SES, a UES is only legally equivalent to a wet-ink signature in cases specified by law or by a prior written agreement among the participants, which must establish the signature verification procedure.
iii. Evidentiary Weight: Medium. Due to its cryptographic integrity check, it offers stronger evidence of non-repudiation than SES, provided the parties have a valid agreement in place.
3. Enhanced Qualified Electronic Signature (QES)
i. Definition: A QES meets all the requirements of a UES but must also satisfy two crucial additional conditions: (i) the verification key is specified in a qualified certificate (issued by a Certification Authority accredited by the Ministry of Digital Development, Communications and Mass Media), and (ii) the signature is created using electronic signature tools that comply with established legislative requirements.
ii. Legal Equivalence: The QES holds the highest legal standing. By default, a document signed with a QES is legally recognized as equivalent to a paper document signed with a wet-ink signature and sealed, and can be used in any legal relations in accordance with Russian legislation.
iii. Evidentiary Weight: High. The burden of proof rests on the party challenging the QES, making it the preferred standard for interactions with government bodies, tax reporting, and high-value commercial transactions.
2. Documents That Can and Cannot Be Signed Electronically
The usability of an e-signature depends heavily on the type used and the regulatory context of the document.
A. Documents Generally Permitted for Electronic Signing
The vast majority of commercial, corporate, and administrative documents can be signed electronically, primarily using a QES for maximum legal assurance. These include:
B. Documents Generally Prohibited or Highly Restricted
While the scope of e-signature use is broad, Russian legislation maintains strict requirements for certain high-stakes documents, which typically mandate a physical paper form, notarization, or an exclusive wet-ink signature:
i. Documents Requiring Notarization: Any document where the law explicitly requires notarization, such as certain powers of attorney (e.g., general powers of attorney for property management) or certain agreements concerning property rights (though real estate transactions can be registered electronically with a QES under specific conditions).
ii. Wills and Testaments: Documents related to inheritance and wills must maintain a handwritten and notarized form.
iii. Specific Labor Documents: Certain documents in the sphere of labor safety (e.g., documenting labor safety briefings and reports on workplace injuries) and dismissal orders were historically restricted, though the list of exceptions continues to narrow as electronic HR workflow evolves.
iv. Promissory Notes (Bills of Exchange): The creation and issuance of a promissory note (a negotiable instrument) typically requires a paper form due to specific requirements of the law, which demands the presence of the original paper document.
For complex transactions, such as real estate purchase and sale agreements, while the underlying transaction may use electronic registration, the initial contractual documentation may still carry certain requirements that favour a paper or notarized format.
Notable Changes in the Laws
The Russian e-signature landscape has undergone several fundamental shifts, largely aimed at consolidating control, enhancing security, and facilitating cross-border data exchange.
A. Consolidation of Certification Authorities (2022-2023)
One of the most significant changes, implemented primarily through amendments to Federal Law 63-FZ, involves the issuance of Qualified Electronic Signature (QES) certificates for legal entities and individual entrepreneurs (IEs):
i. Federal Tax Service (FTS) Monopoly: Since January 1, 2022, the Federal Tax Service (FTS) Certification Authority (CA) has become the primary body responsible for issuing QES certificates to the CEOs of legal entities and individual entrepreneurs free of charge.
ii. Shift to Personal E-Signatures for Employees: Previously, employees could obtain a QES certificate that included the company’s details. Under the new rules, this is prohibited. Employees now must obtain an individual’s QES certificate from a commercial, accredited CA. To sign documents on behalf of the organization, they must present this personal QES along with a digitally signed Electronic Power of Attorney (ePOA) from the organization’s CEO (who holds the FTS-issued QES). This change enhances security by ensuring signatures are clearly linked to the specific individual using them.
iii. Specialized CAs: The Central Bank of Russia (CBR) and the Federal Treasury also serve as authorized CAs for specific institutions (e.g., financial market participants and government-subordinate bodies, respectively).
B. Advancements in Cross-Border Recognition
For a long time, Russian law provided mechanisms for recognizing foreign e-signatures based on international treaties. However, the lack of such treaties meant these provisions were largely unutilized. Recent amendments address this limitation:
i. Federal Law No. 457-FZ (August 2023): This law introduced critical amendments to Article 7 of Federal Law 63-FZ. It now allows foreign e-signatures to be recognized for cross-border transactions based on an agreement between the parties, even in the absence of a formal international treaty. This provides a clear contractual path for mutual recognition, requiring the parties to obtain confirmation from a trusted third party or accredited CA that the foreign e-signature meets the agreed-upon standards.
ii. Russia-Belarus Agreement: In a concrete step forward, an agreement on the mutual recognition of electronic signatures for cross-border electronic interactions between the Russian Federation and the Republic of Belarus was ratified. This establishes a framework for seamless digital cooperation between the two nations, setting a precedent for future agreements.
These changes collectively streamline the issuance process, increase security through better accountability, and actively work to integrate Russian electronic document flow into the international digital economy.
Disclaimer
The information on this site is for general information purposes only and is not intended to serve as legal advice. Laws governing the subject matter may change quickly, so Flowmono cannot guarantee that all the information on this site is current or correct. Should you have specific legal questions about any of the information on this site, you should consult with a legal practitioner in your area.
References
1. Federal Law No. 63-FZ. Federal Law of the Russian Federation “On Electronic Signature” dated April 6, 2011 (as amended).
2. Civil Code of the Russian Federation. Part One, Article 160 (The Written Form of a Transaction).
3. Federal Law No. 402-FZ. Federal Law “On Accounting” dated December 6, 2011 (as amended).
4. Federal Law No. 377-FZ. Federal Law “On Amendments to the Labour Code of the Russian Federation regarding the use of electronic documents in connection with work” dated November 22, 2021 (The Electronic Document Workflow Law).
5. Federal Law No. 457-FZ. Federal Law “On Amendments to Certain Legislative Acts of the Russian Federation” dated August 4, 2023. (Regarding cross-border e-signature recognition).
