How does digital signing work on Vestd?

The difference between digital signing and digital acceptance.

The Vestd platform uses two types of digital agreements to allow users to accept and sign documents on the platform without the need for wet signatures and paperwork.

Digital acceptance

Digital acceptance is used so recipients of options and growth shares can accept their agreements at any location.

The way digital acceptance works on the platform for either options or growth shares is as follows:

1) The company signs up to the Company Terms as part of registering on the platform.

2) The recipient also signs up to the Participant Terms as part of the process - they are invited to join the platform, accept the terms, enter their home address and complete a suitability questionnaire. Once they have completed each step, they can "accept" the options or conditional growth shares.

3) By the terms of the agreement (or Articles in the case of growth shares), it is executed via the offering and acceptance by each party under the relevant platform terms.

When an option or growth share is accepted on Vestd, we capture acceptance of the agreement as a digital signature. This digital signature confirms that the recipient accepted the agreement as it was presented at the time.

We do this by creating a unique fingerprint of the document and combining it with the verified email address of the signer, along with their IP address and browser details, complete digital signature.

It's worth noting that there isn't a physical document for growth share distributions. Instead, the offer and acceptance of the growth share distribution form the agreement for both parties, and the conditions attached to the growth shares are under the "Task Agreement" - which is what the recipient must meet in order for their shares to become unconditional.

The conditions will be communicated during the offer and acceptance process and will be available in the Growth Share Schedule, which is accessed via the Agreement Summary. The recipient will also be able to see this on their My Equity page.

If an agreement is subsequently changed the digital signature will no longer match. This is how we can detect changes.

This digital signature can also be verified independently of Vestd allowing anyone to confirm the digital signature presented on the application belongs to the agreement document.

The current version of the signature can be computed by taking the lowercase MD5 hash of the pdf and passing it to the HMAC-MD5 hash function with the encryption key set to the verified email address of the accepting user.

In addition to this, we store an encrypted copy of the digital signature. This allows us to detect if the signature has been tampered with.

Digital signing

The difference between digital signing and digital acceptance is that users will actually (digitally) sign the documents rather than simply accept them. We use DocuSign for the digital signing of share certificates and resolutions.

When you generate a new share certificate or resolution, those required to sign the document will receive an email from Vestd via DocuSign with information on what they're signing and instructions on how to do so.

The signed document will then be saved on the Vestd platform for your records, and in the case of share certificates, sent to the recipient.

Please note that shareholder resolutions via DocuSign have a limit of 99 signatories. If you have more than 99 shareholders signing a resolution, the first 99 by ownership percentage will sign via DocuSign, and any remaining shareholders will be emailed the resolution to manually sign. These signatures will then need to be uploaded to Vestd to pass the resolution. Learn more.

To save time when issuing multiple share certificates, company directors can upload their signatures for automated signing rather than having to sign them one by one. Please note, only directors can upload their signatures, and automated signing is only available for share certificate issuance.

Share certificates require two signatures, and if a company only has one director, a specified witness can sign the certificates (automated signing won't be available in this scenario).

A specified witness is someone who is:

Over 18 years of age
Of sound mind
Isn't related to the primary signer
Isn't party to the share certificates in question

The specified witness must also be in the room and watch the primary signer sign the document before adding their own signature. Our platform currently doesn't support witness signatures so if a document needs to be signed with a witness it's your responsibility to ensure it's properly executed.

Our team, content and app can help you make informed decisions. However, any guidance and support should not be considered as 'legal, tax or financial advice.'