DocuSign Electonic Signature
DocuSign and the Limits of Electronic Execution: Form Requirements, Evidentiary Presumptions, and the Legal Fragility of Standard E-Signatures Under Polish Law
I.1. The Scale of the Phenomenon: DocuSign as a De Facto Global Standard
DocuSign occupies a position of commanding dominance in the global electronic signature market — a fact that elevates the present analysis well beyond the confines of an academic interpretive exercise.
As of late 2025, the platform serves more than 1.7 million paying institutional clients worldwide, with aggregate individual users exceeding one billion persons across more than 180 countries. Operational throughput is commensurate with these figures: the system processes on the order of millions of documents daily (industry estimates from 2019 placed the volume at approximately 1.5 million documents per day; current throughput is almost certainly substantially higher).
DocuSign’s market position is equally striking. Estimates of its share of the global electronic signature market vary — depending on methodology and the period under examination — from approximately 40–50% in more recent industry commentary to 67–75% in earlier analyses; on any measure, DocuSign remains the decisive market leader. The broader electronic and digital signature market exhibits moderate concentration: the leading providers (DocuSign, Adobe, and others) collectively account for approximately 60–75% of global revenues, with DocuSign at the apex.
The platform’s client profile spans small and medium-sized enterprises as well as the world’s largest corporations — including the overwhelming majority of Fortune 500 financial institutions. DocuSign enjoys wide adoption in regulated sectors (financial services, public administration, and large corporates), owing in part to its claimed compliance with the ESIGN Act, UETA, and eIDAS frameworks.
A base of approximately 1.7 million organizations in more than 180 countries, together with over one billion end users, translates into a presence on virtually every significant corporate and consumer market — and, with it, the status of a de facto default electronic signature instrument across a multitude of jurisdictions.
I.2. Why Scale Compounds the Problem
The pervasive adoption of DocuSign in commercial practice engenders a dangerous legal illusion. Market participants — not infrequently including practicing lawyers — routinely equate “signing a document in DocuSign” with satisfaction of the formal requirements prescribed by Polish civil law. Yet a rigorous technical analysis of the standard DocuSign signing process, when confronted with the Polish system of prescribed forms for juridical acts, yields conclusions far more complex than those conventionally assumed.
The scale of adoption described above lends this problem particular urgency: the more ubiquitous the tool, the greater the potential systemic consequences of legal mischaracterization. Billions of documents executed in DocuSign’s standard configuration may — from the vantage point of Polish law — fail to satisfy the very requirements that their signatories regard as self-evidently met.
This Article advances three propositions in descending order of certainty:
At the level of legal certainty — a standard DocuSign signature does not constitute a qualified electronic signature. This is not a matter of opinion; it follows directly from statutory definitions and Regulation eIDAS.
At the level of genuine doctrinal dispute — in many configurations, a standard DocuSign signature may fail to satisfy the requirements of documentary form under Article 77² of the Civil Code. This represents a conservative interpretation, presented alongside its liberal counterpart, each of which finds support in statutory text and scholarly commentary.
At the level of procedural consequence — irrespective of the substantive-law classification adopted, documents bearing a standard DocuSign signature do not benefit from the evidentiary presumptions afforded to private documents, thereby materially weakening their probative position in litigation.
A methodological caveat. This Article does not describe a settled line of jurisprudence — no such line exists with respect to the standard DocuSign signature under Article 77² of the Civil Code. No judgment of the Supreme Court addresses this question directly. A substantial body of scholarly opinion takes a more liberal view of identification requirements in electronic communication than the position advanced below, and lower courts — such as the Regional Court (Sąd Okręgowy) in Nowy Sącz (III Ca 307/21) — have applied the identification criteria of documentary form with considerable flexibility.
This Article accordingly proposes a framework for legal risk management, not a description of normative certainty. Its value lies in exposing vulnerabilities that the practitioner ignores at the peril of his or her clients — and in demonstrating that even under the liberal interpretation, the procedural consequences (absence of the presumptions under Article 245 of the Code of Civil Procedure) remain structurally adverse. Where the author is confident in a conclusion, this is stated expressly; where a conservative position is advanced, it is plainly identified as such.
II. The Three-Tiered Hierarchy of Electronic Forms in Polish Law
Polish law, implementing Regulation eIDAS (Regulation (EU) No 910/2014 of the European Parliament and of the Council), operates with a precisely differentiated hierarchy of forms for declarations of intent. A threshold observation, critical to the analysis that follows, arises from Article 2(3) of the eIDAS Regulation, which provides that the Regulation “does not affect national or Union law related to the conclusion and validity of contracts or other legal or procedural obligations relating to form.” The Regulation thus harmonizes the technical categories of electronic signatures and establishes the principle of their evidentiary admissibility, yet deliberately refrains from intervening in national systems of prescribed forms for juridical acts. The classification of a given electronic signature as satisfying or failing to satisfy the requirements of a particular prescribed form remains squarely within the domain of national law. This reservation constitutes the normative foundation upon which the entirety of the present analysis rests.
Electronic written form (forma elektroniczna), governed by Article 78¹ of the Civil Code, requires the submission of a declaration of intent in electronic form bearing a qualified electronic signature. This form alone is equivalent to the traditional written form with a handwritten signature. A qualified electronic signature must cumulatively satisfy the requirements of eIDAS: it must constitute an advanced electronic signature within the meaning of Article 26, be based on a qualified certificate issued by a qualified trust service provider (QTSP), and be created by a qualified electronic signature creation device (QSCD) meeting the requirements of Annex II — in accordance with the framework definition set forth in Article 3(12) of eIDAS.
Documentary form (forma dokumentowa), governed by Article 77² of the Civil Code and introduced by the amendment of 10 July 2015 (Journal of Laws, item 1311), requires the submission of a declaration of intent in the form of a document “in a manner enabling identification of the person making the declaration.” A “document” is defined under Article 77³ of the Civil Code as an information carrier enabling its recipient to acquaint himself with its content — a definition deliberately broad and technologically neutral.
Non-qualified electronic form — encompassing ordinary and advanced electronic signatures in eIDAS terminology — does not constitute an autonomous prescribed form for juridical acts under the Civil Code. It is a technical category whose legal effects must be assessed through the lens of documentary form or — where the requirements of documentary form are not met — solely on the plane of evidentiary admissibility.
A note on eIDAS 2.0. Regulation (EU) 2024/1183 of 11 April 2024 amending Regulation 910/2014 (the so-called eIDAS 2.0), which entered into force on 20 May 2024, introduces significant changes to the architecture of electronic identification within the European Union — most notably the European Digital Identity Wallets. This amendment does not, however, alter the definition of a qualified electronic signature (Article 3(12)), the requirements for advanced electronic signatures (Article 26), or the structure of Article 25, and accordingly does not affect the conclusions of this Article concerning the classification of the standard DocuSign signature. In the medium term, the proliferation of digital identity wallets may influence authentication practices on platforms such as DocuSign, but an assessment of those effects lies beyond the scope of the present analysis.
III. The Technical Architecture of Standard DocuSign
Rigorous legal analysis requires a prior understanding of the technical mechanism at issue. In its standard configuration — that is, the configuration employed by the overwhelming majority of users — the “signing” process in DocuSign proceeds as follows:
Step 1. The sender uploads a document for signature, designating the recipient’s email address.
Step 2. The recipient receives an email containing a hyperlink to the document. In the default configuration, authentication occurs solely by virtue of the recipient’s access to the designated email inbox. DocuSign does offer, within its standard product, enhanced authentication methods — an access code delivered via SMS (Phone Authentication), verification based on challenge questions (Knowledge-Based Authentication, KBA), and identity document verification (ID Verification) — but these methods require conscious activation by the sender and are not employed in the default configuration. Their legal significance is addressed in Part VIII.
Step 3. Upon clicking “Sign,” the recipient selects one of the following options: (a) typing a name, which the system converts into a graphic image simulating handwriting; (b) drawing a signature with a mouse or finger on a touchscreen; or (c) uploading a pre-existing signature image.
Step 4. The selected image is superimposed on the PDF document. DocuSign then applies a digital signature based on the platform’s public key infrastructure (PKI), the purpose of which is to ensure document integrity — that is, to detect any subsequent modification of the document’s content. This signature does not constitute an electronic seal within the meaning of Article 3(25) of eIDAS; it is an integrity mechanism employed by a commercial entity, not an instrument for identifying the signing user.
Step 5. The system generates a so-called Certificate of Completion — an audit trail containing timestamps, IP addresses, email addresses, information on the authentication method applied to each signatory, and — in more recent versions of the platform — user-agent data identifying the signatory’s device.
Assessment from the perspective of the identification mechanism. The user’s signature itself contains no cryptographic elements; it is not based on any certificate; it is not created by means of a secure device. The act of signing is — with respect to the mechanism by which the signer is identified — the functional equivalent of pasting a signature image into a PDF document: any person with access to the designated email inbox can produce an identical “signature” on behalf of the addressee.
This analogy pertains exclusively to the identification layer. A significant distinction must be noted at the integrity layer: unlike a simple image pasted into a PDF file, the DocuSign platform’s digital signature renders any subsequent modification of the document’s content detectable. This property protects document integrity post factum, but it does not transform the character of the user’s signature — it creates no cryptographic link between the declaration and the identity of a specific natural person.
This characterization is confirmed by DocuSign’s own documentation, which expressly distinguishes its standard product from configurations supporting qualified electronic signatures.
IV. DocuSign and the Qualified Electronic Signature: An Evident Impossibility of Equivalence
A standard DocuSign signature satisfies none of the requirements of a qualified electronic signature: it is not associated with a qualified certificate issued by a QTSP appearing on the EU Trusted List (EUTL); it is not created by means of a qualified electronic signature creation device (QSCD); and it does not even constitute an advanced electronic signature within the meaning of Article 26 of eIDAS, since it is not created using data under the exclusive control of the signer in any cryptographic sense.
DocuSign itself implicitly concedes this point by offering separate, premium integration services with external QTSPs (e.g., Certum SimplySign, KIR Szafir, mSzafir) through its “Signer Held EU Qualified Certificate” functionality, as well as its proprietary QES IDnow service. The very necessity of these supplementary offerings confirms a contrario that the standard product is not a qualified electronic signature.
The legal consequence is unequivocal: a document bearing a standard DocuSign signature does not satisfy the requirement of written form under Article 78¹ § 1 of the Civil Code. In every instance where the statute prescribes written form under penalty of nullity (ad solemnitatem) — for example, an assignment of economic copyright (Article 53 of the Copyright Act), a leasing agreement (Article 709² of the Civil Code), or a guarantor’s declaration (Article 876 § 2 of the Civil Code) — execution solely by means of a standard DocuSign signature renders the juridical act void.
This conclusion is not controversial. It represents the law as it stands, deriving directly from statutory text and Regulation eIDAS. It finds additional support in the aforementioned Article 2(3) of eIDAS: the EU Regulation itself reserves that it does not affect national formal requirements — and accordingly, the mere fact that a standard DocuSign signature qualifies as an electronic signature within the meaning of Article 3(10) of eIDAS does not determine its capacity to satisfy the requirements of written form under national law.
V. DocuSign and Documentary Form: A Genuinely Contested Question
Part IV formulated a conclusion of legal certainty. Part V formulates a contested one — and intellectual honesty demands that this distinction remain visible at every stage of the analysis. The conservative interpretation advanced below does not claim the status of the prevailing doctrinal view; it constitutes a risk assessment framework addressed to the practitioner who must advise a client under conditions of legal uncertainty. In such conditions, the decisive question is not “which interpretation is more probable?” but rather “what are the consequences if the court adopts the adverse interpretation?”
V.1. The Requirements of Documentary Form
Article 77² of the Civil Code provides that documentary form is preserved where a declaration of intent is submitted in the form of a document “in a manner enabling identification of the person making the declaration.” The provision thus formulates two cumulative requirements: the document requirement (an information carrier enabling its recipient to acquaint himself with its content — Article 77³ of the Civil Code) and the identifiability requirement.
The Regional Court (Sąd Okręgowy) in Nowy Sącz, in its judgment of 15 July 2021 (III Ca 307/21), articulated a useful taxonomy of identification methods, holding that identification may occur “either on the basis of the content of the document in which the declaration was made, or upon examination of, for example, a digital data carrier or the device by means of which the declaration was submitted.” The court enumerated by way of example: a keyboard signature, a mechanically reproduced handwritten signature, a textual reference within the document, an email address, an IP address, and a telephone number.
It bears noting that the Regional Court in Nowy Sącz enumerated these identifiers — including email addresses — as examples satisfying the identifiability requirement, not as examples of its non-satisfaction. The court itself applied identification criteria with flexibility, holding documentary form to be preserved notwithstanding formal deficiencies in signature (a contract had been signed by one member of the supervisory board rather than the two required by the bylaws, but the document’s content identified the organ making the declaration). This judgment accordingly weighs in favor of the liberal rather than the conservative interpretation.
V.2. Two Competing Interpretations
The question whether a standard DocuSign signature satisfies the requirements of documentary form is genuinely contested in Polish legal scholarship.
The liberal interpretation — advanced by a substantial portion of practitioners — holds that email communications and declarations made through electronic platforms generally satisfy the requirements of documentary form. An email address, a name, and contextual circumstances (a known corporate address, established trade practice, confirmatory correspondence) collectively enable identification of the declarant. On this view, standard electronic communications satisfy the requirements of documentary form in the overwhelming majority of commercial contexts. This interpretation finds support in the Regional Court’s judgment in Nowy Sącz cited above.
The conservative interpretation — advanced in this Article — contends that the manner in which a declaration is submitted must itself create a reliable nexus between the declaration and a specific natural person, and that email-only authentication in DocuSign’s standard configuration does not create such a nexus with sufficient reliability — particularly where the consequences of erroneous attribution are grave.
This Article defends the conservative interpretation as the more prudent basis for risk assessment, not as the prevailing doctrinal position.
V.3. The Identity Problem in Standard DocuSign
The critical question is not “does the document contain some identifying data?” but rather “does the process by which the declaration was made permit reliable determination that the declaration originates from a specific person?”
Standard DocuSign authentication rests on a single factor: possession of access to an email inbox. Yet email addresses may be shared (with assistants, secretaries, or administrative departments), email accounts may be compromised, and in the case of corporate addresses the entity administering the domain retains full access to every mailbox.
The Court of Appeal (Sąd Apelacyjny) in Szczecin, in its judgment of 30 December 2019 (I ACa 672/19), drew attention to the fragility of identity in electronic communication, observing the “low reliability of attributing an internet posting to a person on the basis of a name, or even of data purporting to confirm that the posting originates from a specific person (for example, inclusion of a mobile telephone number or email address in the body of the posting).” The court further noted the escalating problem of identity theft in online transactions.
The limits of the analogy to the Szczecin judgment require candid acknowledgment. That case involved anonymous postings on public internet forums — an environment inherently more susceptible to impersonation than a commercial transaction conducted via DocuSign between known counterparties. The Court of Appeal dismissed the claim not because electronic identification is impossible per se, but because the plaintiff had adduced no evidence beyond unilaterally prepared printouts — having failed to secure digital files, failed to request user data from site administrators, and failed to produce IP addresses. The court identified specific procedural steps that could have strengthened identification (Articles 248 and 254 § 2¹ of the Code of Civil Procedure), which the plaintiff had neglected.
Transposing this reasoning to the DocuSign context, one must concede that the DocuSign audit trail furnishes precisely the data (IP address, timestamp, geolocation) whose absence in the Szczecin case led to dismissal of the claim. The strength of the analogy between public internet forums and a closed transactional system is accordingly structurally limited. The Szczecin judgment is instructive, however, in a different dimension — namely, in its procedural taxonomy, the subject of Part VI.
V.4. A Graphic Image Does Not Identify a Person
In standard DocuSign, a “signature” is nothing more than a graphic image. It possesses no biometric characteristics capable of supporting identification, bears no cryptographic link to the signer’s identity, and is identical regardless of who created it — any person who types “Jan Kowalski” will produce an identical image.
This characterization finds strong support in procedural scholarship on facsimile signatures. As Rudkowska-Ząbczyk observes, a “facsimile does not constitute a signature but rather a copy thereof. The use of facsimile makes it impossible to determine who actually applied the matrix to the document, and merely indicates the person who was supposed to have signed” — and these observations “should likewise be applied to printed or scanned signatures” (E. Rudkowska-Ząbczyk, in E. Marszałkowska-Krześ & I. Gil (eds.), Code of Civil Procedure: Commentary, 37th ed. 2025, Art. 245, ¶¶ 13–14). A standard DocuSign signature — a graphic image generated automatically from typed text — is functionally closer to a facsimile than to a handwritten signature: it does not record the signer’s handwriting characteristics, bears no individually distinctive and reproducible features, and does not impede forgery. The failure of such an image to fulfill the three classical functions of a signature — identification, finalization (completion of the document), and protection (against hasty submission of a declaration of intent; see id. ¶ 8, citing A. Jędrzejewska and the Supreme Court resolution of 28 April 1973, III CZP 78/72) — confirms that in DocuSign’s standard configuration, the element denominated a “signature” is one only in the colloquial, not the legal, sense.
V.5. The Audit Trail Argument and Its Limits
Proponents of classifying a standard DocuSign signature as satisfying documentary form point to the audit trail (Certificate of Completion), which records the email address, IP address, timestamp, geolocation, authentication method applied to each signatory, and user-agent data. This argument warrants careful examination.
The audit trail is a document generated unilaterally by DocuSign, Inc. — a private entity incorporated in California with no QTSP status in the European Union (the sole exception being DocuSign France SAS, which appears on the EUTL). The reliability of this trail depends upon trust in DocuSign as a commercial actor. An IP address identifies a device, not a person — dozens of individuals may operate from a single IP address. User-agent data provides an additional informational layer, but is readily spoofed and does not permit unambiguous attribution of an act to a specific natural person.
Finally — an argument of considerable, though not uncontested, weight — the audit trail does not form part of the document containing the declaration of intent; it is a separate document generated by a technical intermediary. Polish scholarship and case law have not formulated a rigid rule requiring the identification mechanism to reside “within the four corners” of a single file — courts have treated sets of electronically linked files as a single functional unit. The audit trail could, on a liberal interpretation, be regarded as part of such a unit.
V.6. The Warsaw Court of Appeal — Analysis by Analogy
The judgment of the Court of Appeal (Sąd Apelacyjny) in Warsaw of 30 April 2021 (VI ACa 320/20) is instructive by analogy, though it requires precise characterization.
The court examined a loan termination notice issued by a bank in the form of a color photocopy of an original letter on which the bank employee’s signature had not been affixed personally. The Court of Appeal held that the version of the document initially presented by the bank “wholly failed to satisfy the requirements of documentary form, by reason of the impossibility of identifying the person making the declaration.” Upon examination of the original mailing — which did identify the declarant — the court found documentary form to have been preserved.
It is necessary, however, to note that the identification deficiency did not form the ratio decidendi of this judgment. The Court of Appeal dismissed the bank’s claim on two independent grounds: (i) failure to establish the authority of the person making the declaration on the bank’s behalf — in circumstances where the presumption under Article 97 of the Civil Code does not operate when a declaration is transmitted by post; and (ii) a determination, arrived at through contractual interpretation (Article 65 § 2 of the Civil Code), that the parties had stipulated written form for termination, not merely documentary form. The observations regarding identifiability were accordingly obiter dicta — a characterization that does not deprive them of interpretive value, but demands candid acknowledgment.
The value of this dictum lies in confirming that the requirement to “enable identification of the person” under Article 77² of the Civil Code is not a hollow requirement: a document devoid of any identification mechanism fails to satisfy documentary form. This conclusion, transposed to the DocuSign context, strengthens the conservative thesis — though its force is tempered by the contextual distinction: in the Warsaw case, the identification deficit was absolute (the original document contained no personal data whatsoever), whereas a standard DocuSign document contains a name and email address.
The judgment also contains significant — and hitherto insufficiently explored — intertemporal observations: the Court of Appeal held that the amended Article 77 § 2 of the Civil Code applies also to contractual relationships established prior to 8 September 2016, in the absence of transitional provisions in the Act of 10 July 2015.
Procedural Consequences: The Strongest Argument
The procedural implications of the absence of a qualified electronic signature constitute — regardless of whether one adopts the liberal or conservative interpretation of documentary form — the single most important practical conclusion of this analysis.
The Court of Appeal in Szczecin (I ACa 672/19) articulated a distinction of systemic significance: procedural law “differentiates between documents executed in written and electronic form and other documents which, while falling within the definition of Article 243¹ of the Code of Civil Procedure, cannot be classified as private documents under Article 245 of the Code of Civil Procedure. That provision concerns only documents referred to in Article 78 of the Civil Code (i.e., those bearing the maker’s handwritten signature) and in Article 78¹ of the Civil Code (i.e., electronic documents bearing a qualified electronic signature). It does not concern unsigned documents or documents signed in any other manner.”
The consequence is far-reaching: documents signed by means of a standard DocuSign signature do not benefit from the presumptions afforded to private documents under Article 245 of the Code of Civil Procedure, nor from the burden-of-proof rule under Article 253 of the Code of Civil Procedure.
This conclusion is confirmed by procedural scholarship. Rudkowska-Ząbczyk observes that unsigned documents — even where the maker can objectively be identified on the basis of criteria other than a signature — are deprived of the evidentiary force of Article 245 of the Code of Civil Procedure, and that “the party adducing such evidence will in every case be obligated to demonstrate that both the document itself and the declaration contained therein originate from its maker” (E. Rudkowska-Ząbczyk, in E. Marszałkowska-Krześ & I. Gil (eds.), Code of Civil Procedure: Commentary, 37th ed. 2025, Art. 245, ¶ 22). It should be emphasized — as the commentary notes — that the absence of the Article 245 presumptions does not render the document inadmissible as evidence; it means only that its probative utility is “doubtful” absent independent proof of authenticity adduced by the party relying upon the document.
This means that where a document signed with a standard DocuSign signature is challenged, the burden of establishing that the declaration originates from a specific person falls on the party invoking the document — not on the party denying it. This represents a reversal of the burden of proof relative to documents bearing a handwritten or qualified electronic signature.
This procedural consequence obtains regardless of whether one adopts the liberal or conservative interpretation of documentary form. Even if a court classifies a DocuSign-signed document as satisfying the requirements of Article 77² of the Civil Code, this will not render it a private document within the meaning of Article 245 of the Code of Civil Procedure. The adverse evidentiary position is structural.
In practice, this means that in adversarial proceedings — precisely the circumstances in which the stakes are highest — the party relying on a DocuSign document will be compelled to establish the authenticity of the declaration by other evidentiary means (witness testimony, confirmatory correspondence, the DocuSign audit trail as auxiliary evidence). This is a materially weaker position than that of a party holding a document bearing a handwritten or qualified electronic signature.
VII. Responding to Counterarguments
“DocuSign is universally adopted.” Ubiquity of use does not cure defects of form. The instrument’s weakness manifests only in adversarial conditions — that is, precisely when the stakes are highest.
“Article 25(1) of eIDAS prohibits the denial of legal effect to an electronic signature.” Article 25(1) of eIDAS concerns evidentiary admissibility — not formal equivalence. An electronic signature may not be denied legal effect solely by reason of its electronic form, but this does not entail that every electronic signature satisfies the requirements of every prescribed legal form. Moreover, the EU legislature has settled this question in Article 2(3) of eIDAS, which provides that the Regulation “does not affect national or Union law related to the conclusion and validity of contracts or other legal or procedural obligations relating to form.” The contention that Article 25(1) cures a failure to satisfy the form prescribed by national law is thus inconsistent not merely with the internal structure of Article 25, but with the express delimitation of the Regulation’s scope.
“Courts routinely accept email as documentary form.” This is true — but an email sent from a personal, password-protected account, in which the sender composes the content and identifies himself within it, engages a qualitatively different identification mechanism than the DocuSign process, in which the “signer” need only click a link delivered to an inbox. The distinction is sharpened further by what might be termed the compositional asymmetry between the two scenarios: in the email context, the declarant both authors the content and actively initiates its transmission — two volitional acts that independently corroborate the nexus between the person and the declaration. In the standard DocuSign process, the “signer” performs neither act: the content is pre-composed by the sending party, and the signer’s role is reduced to a single click of assent on a document over whose drafting he exercised no control. The identification mechanism is thus not merely technically weaker; it is structurally different in kind. The distinction is not, however, absolute — in an established commercial relationship between known counterparties, the email-to-person nexus is significantly stronger than in an arm’s-length transaction.
“The parties performed under the agreement without objection.” This argument deserves separate treatment, as it arises frequently in practice. Where both parties have rendered performance under a DocuSign-signed agreement for a period of time without disputing its validity, a court may be inclined to treat the course of dealing as confirmation of the declaration’s authenticity — whether through the doctrine of facta concludentia (conclusive conduct), through the interpretive lens of Article 65 § 2 of the Civil Code (which directs the court to ascertain the common intent of the parties rather than adhering to the literal text), or simply as a matter of evidentiary weight. It is important, however, to delineate the boundaries of this argument precisely. Subsequent performance cannot cure a defect of form prescribed ad solemnitatem: if the statute requires written form under penalty of nullity, no amount of consensual performance will validate a void juridical act. Where the question concerns documentary form or evidentiary weight, the position is more nuanced — a court may reasonably conclude that prolonged, undisputed performance renders it implausible that the declaration was made by someone other than the purported signer. The practitioner should note, however, that this reasoning is contingent on the absence of dispute; it provides no protection at the moment when the relationship deteriorates and one party elects to challenge the instrument’s validity — which is, by definition, the moment at which protection is most needed.
VIII. When DocuSign Can Satisfy Legal Requirements
For the sake of analytical completeness, the configurations in which DocuSign may satisfy the requirements of Polish law should be identified:
DocuSign with QTSP integration (e.g., SimplySign, Szafir, mSzafir) — where the signer employs his or her own qualified certificate through the Signer Held EU Qualified Certificate functionality. The written-form requirement of Article 78¹ of the Civil Code is satisfied.
DocuSign QES IDnow — a one-time qualified electronic signature issued following video-based identity verification. This satisfies eIDAS requirements, though it raises distinct questions regarding the durability of the certificate.
DocuSign with enhanced authentication (identity document verification combined with a selfie, Knowledge-Based Authentication, or multi-factor telephone authentication) — these configurations, available within the standard product but requiring conscious activation by the sender (see Part III, Step 2), may potentially satisfy the requirements of documentary form and, in the case of identity document verification, create a materially stronger nexus between the declaration and the person than single-factor email authentication.
Practical Recommendations
For juridical acts requiring written form under penalty of nullity: a standard DocuSign signature is categorically insufficient. A qualified electronic signature must be employed. This is the law as it stands, not a matter of interpretive choice.
For juridical acts requiring written form ad probationem or documentary form: a standard DocuSign signature creates legal risk whose materiality is context-dependent. Risk is highest where: (a) the counterparty is not a known commercial partner; (b) the email address employed is corporate rather than personal; (c) no supplementary identity verification was activated; and (d) the value or legal significance of the transaction is substantial. Even under the liberal interpretation that would accept documentary form, the absence of the procedural presumptions of Article 245 of the Code of Civil Procedure weakens the evidentiary position of the party relying on such a document.
For termination of agreements concluded in written form: following the amendment of Article 77 § 2 of the Civil Code, at least documentary form is required. The Court of Appeal in Warsaw (VI ACa 320/20) held that this provision applies also to contractual relationships established prior to 8 September 2016. At the same time — as that judgment vividly illustrates — where the agreement provides for written form for termination (even implicitly, as determined through contractual interpretation under Article 65 § 2 of the Civil Code), documentary form alone will not suffice, and a standard DocuSign signature a fortiori will not.
For cross-border transactions: analysis of the applicable law is essential. The question whether a standard DocuSign signature satisfies the formal requirements of the governing law must be assessed on a jurisdiction-by-jurisdiction basis, with particular attention to the distinction between common law systems (where a standard DocuSign signature is generally sufficient) and civil law systems of continental Europe (where it generally is not).
The cost-benefit calculus is asymmetric. The marginal cost of employing a qualified electronic signature is negligible when measured against the potential consequences of a judicial determination that a significant juridical act is void, ineffective, or unproven.
Conclusion
A standard DocuSign signature is — from the perspective of Polish law — a legally ambivalent instrument. This Article does not contend that every document signed in DocuSign is legally ineffective. It contends that the practitioner advising a client should treat a standard DocuSign signature as an instrument encumbered with risk — risk whose materialization depends on context, and whose procedural consequences are structural and independent of interpretive choice.
At the level of certainty: it does not constitute a qualified electronic signature and does not satisfy the requirement of written form. This is a normative conclusion, not a conservative one.
At the level of doctrinal dispute: in configurations relying solely on email authentication, it may fail to satisfy the requirement of documentary form. This is a conservative interpretation — a risk management framework, not a description of settled jurisprudence. The liberal interpretation exists, is advanced by serious commentators, finds support in case law (see the taxonomy articulated by the Regional Court in Nowy Sącz), and may prevail in a given case — particularly where contextual circumstances strengthen the nexus between an email address and a person. The practitioner should bear in mind, however, that advising a client on the basis of the favorable interpretation without disclosing the unfavorable one is not legal counsel — it is a wager.
At the procedural level — and this is the single most important practical conclusion — irrespective of the substantive-law classification adopted, documents bearing a standard DocuSign signature do not benefit from the presumptions afforded to private documents. This consequence does not depend on interpretive choice, is not the subject of doctrinal dispute, and materially weakens the position of the party relying on such a document in litigation.
The widespread conviction that “signing in DocuSign” constitutes the legal equivalent of a signature represents one of the most costly misconceptions in contemporary commercial practice. The price of this misconception may be void contracts, ineffective terminations, and lost litigation — consequences whose avoidance requires only the recognition that technological convenience and legal validity are categories that do not invariably travel the same path.
This Article is informational in nature and does not constitute legal advice. Kancelaria Prawna Skarbiec provides comprehensive legal services to businesses in the area of formal requirements for juridical acts, including advisory services concerning electronic signatures in domestic and international transactions.
Founder and Managing Partner of Skarbiec Law Firm, recognized by Dziennik Gazeta Prawna as one of the best tax advisory firms in Poland (2023, 2024). Legal advisor with 19 years of experience, serving Forbes-listed entrepreneurs and innovative start-ups. One of the most frequently quoted experts on commercial and tax law in the Polish media, regularly publishing in Rzeczpospolita, Gazeta Wyborcza, and Dziennik Gazeta Prawna. Author of the publication “AI Decoding Satoshi Nakamoto. Artificial Intelligence on the Trail of Bitcoin’s Creator” and co-author of the award-winning book “Bezpieczeństwo współczesnej firmy” (Security of a Modern Company). LinkedIn profile: 18 500 followers, 4 million views per year. Awards: 4-time winner of the European Medal, Golden Statuette of the Polish Business Leader, title of “International Tax Planning Law Firm of the Year in Poland.” He specializes in strategic legal consulting, tax planning, and crisis management for business.
