SEC Adopts Rules Permitting Electronic Signature Authorizations

The SEC this week adopted final rules that permit a signatory to an SEC filing to electronically sign a document that authenticates his or her typed signature in the filing.¹ The rules were adopted without notice and comment because the SEC concluded the changes were simply administrative and did not affect any substantive rights. They apply to filings under the Securities Act, the Exchange Act and the Investment Company Act.

Currently, typed signatures are included in electronic filings made on EDGAR. Nothing about that process will change. Under the current rules, however, filers must obtain from the signatory a manually signed copy of the signature page or another document “authenticating, acknowledging or otherwise adopting his or her signature . . . ” executed before or at the time the filing is made. The SEC staff issued guidance in June 2020 that in light of COVID-19 it would not recommend enforcement action if signatories executed the signature page or