If you find work-related emails to be ubiquitous, you will likely find the same of signature "blocks", setting out the sender's name, position and contact information. Block signatures, however, have real legal impact. A recent British Columbia decision (Lesko v. Solhjell, 2019 BCCRT 941) on this point is instructive for any sender or recipient of electronic messaging related to a transaction.
The decision arose from a personal debt matter. At issue was whether emails and texts from the debtor contained an acknowledgment of liability. If not, the claim was statute-barred for tardiness since it was filed (just) over two years after the original demand for payment. If the messages did acknowledge the debt, however, this would have extended the limitation period, meaning the lender could proceed with the claim.
The messages included statements such as "I know I still owe you money" and "I can't pay". While these appear, on their face, to admit the debt's existence, in order to be acknowledgments of liability under the applicable Limitation Act they also needed to include a signature. This rule applies in most of the common law provinces, including Ontario and Alberta as well as British Columbia.
What constitutes a signature in an email or text message is set out in British Columbia's Electronic Transactions Act and similar applicable legislation of the other common law provinces. Helpfully, these statutes have a common definition of electronic signature, being "electronic information that a person has created or adopted in order to sign a document and that is in, attached to or associated with the document."
The emails and texts at issue were clearly composed and sent by the debtor. The lender maintained this was sufficient to satisfy the "signature" requirement under the Limitation Act.
The adjudicator looked to precedents indicating that an email block signature meets the definition of an electronic signature when the block includes the sender's name, position and contact information. Indeed, a 2017 decision found that an email containing those things served to acknowledge a debt and thereby extend a limitation period. That decision was also from British Columbia, citing a ruling from Saskatchewan as authority.
In this case, however, no signature block accompanied the emails and (less surprisingly) the text messages. The adjudicator held that the signature requirement was not therefore met, which meant the claim was statute-barred and the debtor was off the hook.
Takeaways for Business
Block signatures in electronic correspondence may seem meaningless, especially when the recipient knows and could identify the sender in the signature's absence, as in the case at hand. This decision and others, however, have held that such a signature has significance, in both "identifying the source and authenticity" of the message to which it is appended, and "establishing the signatory's approval" of the message's contents.
There is a dearth of Canadian jurisprudence on the enforceability of electronic signatures. As such, while this case is a small claims matter dealing with a personal debt, parties to commercial transactions would nevertheless do well to bear it in mind. In particular, email recipients should insist that the other party provide a signature line or block with their name, position and contact information in each message, even those in a discussion thread. It may seem trite, but those failing to do so may well find future enforcement of their rights to be blocked.
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