Since 1st April 2018 directors, managers, members of the board of Portuguese companies and proxies may sign and authenticate themselves electronically, validating their capacity and binding powers by using the so called Professional Attributes Certification System.
i.The qualified electronic signature via digital key
Article 1.º, b) of the Law no. 37/2014, June 26th established the creation of a mobile digital key as a complementary and voluntary mean for the qualified electronic signature according to the Regulation (EU) no 910/2017 of the European Parliament and of the Council of 23 July 2014 on electronic identification and trust services for electronic transactions in the internal market.
The digital key was originally an alternative mean of authenticating and accessing services in portals and Internet sites of public and private entities using the mobile phone or email. One could join this system online by authenticating themselves and requesting the digital key via the system’s web portal or requesting it at the Citizen’s Bureau by associating it to the portuguese ID card.
ii. The certification of professional attributes
Now, with the entry into force of the with the Decree no. 73/2018, March 12th on April1st and the established in the Article 546.º, no. 1 of the Portuguese Commercial Companies Code, members of the Board of Directors, Managers or Directors and Proxies can validate their capacity and binding powers using a qualified electronic signature with their mobile phones.
This new system, which is known as the Professional Attributes Certification System, enables thelink of an individual’s qualified electronic signature with the certification of his/her capacity and binding powers. This association can be certified by using a digital key on mobile devices (Chave Móvel Digital), allowing the signature from distance of the contracts below with an electronic signature:
- Contracts with electricity, water, gas and telecommunication suppliers;
- Contracts with other suppliers, within the limit defined by the corporate bodies;
- Employment contracts;
- Formation and execution of public contracts, in the scope of public procurement;
- Presentation and execution of applications for funding, within the limit defined by the corporate bodies;
- Presentation and execution of applications to national or European funding;
- Opening and transactions of bank accounts;
- Minutes and company resolutions;
- Reception and collection of mailing.
These attributes can be associated to the Citizen Card or to the mobile digital key (Chave Móvel Digital) directly by the interested party or through a digital customer service as defined by the Decree-Law no. 74/2014, May 13th. . The association can be made by lawyers, solicitors and notaries, once the respective professional associations joins the system through a protocol with AMA – the Agency for Administrative Modernization.