Since May 2023, incorporating a company in Serbia is not possible without a qualified electronic signature. Submitting financial statements to the BRA is not possible without one. Registering a beneficial owner is not possible without one. Despite this, every week we receive enquiries from founders who did not know they needed one, or who did not understand the difference between the three types that exist.
This article explains the types of electronic signature recognised by the Law on Electronic Document, Electronic Identification and Trust Services in Electronic Commerce, the legal force of each, and which specific acts require which type. If you are considering company formation in Serbia, you are reading this at the right time.
Contents
- What Is an Electronic Signature and What Are the Three Types?
- Advanced Electronic Signature: What It Guarantees and How It Is Used
- Qualified Electronic Signature: When Does the Law Require It?
- When the Qualified Electronic Signature Must, Can, and Cannot Be Used
- Signing Contracts Electronically: What Is Valid and What Is Not?
- Electronic Signature and NDAs: Can They Be Signed Online?
- Legal Framework: From eIDAS to Serbian Law
- Frequently Asked Questions
- Conclusion: Which Signature Do You Need and When to Obtain It?
What Is an Electronic Signature and What Are the Three Types?
An electronic signature is a set of data in electronic form that together confirm the content of a document and the identity of the person who signed it.
What many people do not know: that signature can be an email footer with your name and position, a biometric signature on a courier's screen, or a complex cryptographic mechanism issued by a state-authorised body. All three are electronic signatures in a certain sense, but the differences between them are enormous.
The Serbian Law on Electronic Document, Electronic Identification and Trust Services recognises three types, ordered by level of security:
- Simple electronic signature: the most basic type, with no guarantee of the signatory's identity
- Advanced electronic signature: guarantees identity and the integrity of the document
- Qualified electronic signature: a special type of advanced signature, based on a certificate issued by an authorised body. The law equates it with a handwritten signature on paper.
Each of the three carries sufficient legal force to constitute evidence that an action was taken. However, only the qualified signature can substitute for a handwritten signature in all situations where the law does not prescribe otherwise.
Advanced Electronic Signature: What It Guarantees and How It Is Used
An advanced electronic signature must simultaneously satisfy three conditions: it uniquely identifies the signatory and links them to the signature; it is created using data that the signatory holds under their exclusive control; and it is linked to the content of the document in a way that allows any subsequent alteration to be detected.
In practice, this means the signature cannot be copied and reused. It guarantees that the document has not been modified since the moment of signing. Pages cannot be substituted, the signing date is visible and immutable, and initials on every page are not required.
DocuSign with ID verification, Adobe Sign with authentication, and similar software are considered advanced electronic signatures. They can be used for most commercial contracts. They are not sufficient for registration before the BRA or for submitting financial statements.
Qualified Electronic Signature: When Does the Law Require It?
A qualified electronic signature cannot be downloaded online. The application is submitted to one of the official certification bodies authorised in Serbia, and obtaining the certificate requires personal presence. This is a practical obstacle for foreign founders who do not reside in Serbia.
A solution exists. Attorneys at law are authorised to sign, with their own qualified electronic signature, a founding act previously certified by a notary public, thereby converting that act into electronic form suitable for BRA registration. The details of this procedure are described in our article on online company registration in Serbia.
Why is the advanced signature not sufficient? Because the law explicitly prescribes the qualified signature for certain legal acts. The advanced signature is sufficient for contracts where the parties choose their own form. It is not sufficient where the state prescribes the form.
When the Qualified Electronic Signature Must, Can, and Cannot Be Used
When the qualified signature is mandatory
Financial statements have been submitted to the Business Registers Agency exclusively in electronic form, signed with the qualified electronic signature of the legal representative, since 2015. Without it, the BRA does not accept the submission. For company incorporation, all documentation since May 2023 must be in electronic form. Registration of a company's beneficial owner in the Central Beneficial Ownership Register maintained by the BRA also requires the qualified electronic signature of the director.
E-Government services are available in their full scope only to users who hold a qualified certificate. This includes submitting tax returns, accessing government portals, and all matters previously handled at administrative counters.
When its use is beneficial but not mandatory
Most commercial contracts do not require a specific form, which means the qualified signature is not mandatory: an advanced signature, or even a verbal agreement, is sufficient.
When not even the qualified signature is sufficient
All legal transactions transferring ownership of real property or establishing other rights in rem over real property require a handwritten signature. When you visit a notary public to certify a real property purchase agreement, there is no electronic solution. This also applies to gifts of real property.
Inheritance and family law matters, as well as acts that must by law take the form of a notarial deed or solemnised instrument, likewise exclude electronic form. Not even the qualified signature can substitute for the presence of the parties before a notary in these cases.
Signing Contracts Electronically: What Is Valid and What Is Not?
A contract can be concluded verbally. The Law on Obligations provides as a general rule that the conclusion of a contract is not subject to any form, unless otherwise prescribed by law. The well-known provision stating that an electronic document cannot be challenged solely because it is in electronic form applies to all three types of signature.
However, proving who signed a contract is where form becomes critical. If a price was confirmed by someone using a private Gmail address rather than the company's domain email, the client may deny the existence of the contract. Whether a court will accept that depends on the case, but the risk is real.
Practical advice: for higher-value B2B contracts, use an advanced electronic signature. For registration and legally prescribed acts before government bodies, only the qualified electronic signature is appropriate.
Electronic Signature and NDAs: Can They Be Signed Online?
Yes. A non-disclosure agreement (NDA) does not require a specific form under the law, which means it can be concluded electronically and signed with any type of electronic signature. The advanced signature is recommended for the provability of the signatory's identity. The qualified signature provides the highest level of security.
The same logic applies to letters of intent, cooperation agreements, licensing agreements, and most commercial contracts that do not transfer ownership of real property and do not fall among formally prescribed legal acts.
Legal Framework: From eIDAS to Serbian Law
The legal framework in Serbia rests on three pillars. The EU eIDAS Regulation of 2016 established a unified European standard for electronic signatures. Serbia enacted its own law based on it in 2017. For international transactions with the United States, familiarity with the E-Sign Act of 2000, which governs the acceptance of electronic signatures under US federal law, is also relevant.
Before eIDAS, Serbia had the Electronic Signature Act of 2004, which kept pace with the standards of the time but did not provide for the three-tier classification of signatures that exists today.
Frequently Asked Questions
Can a company have its own electronic signature?
No. An electronic signature is always the signature of a natural person. A company acquires rights and obligations through the signature of a natural person authorised to represent it, usually the director. The director signs with their own electronic signature on behalf of the company. The company itself cannot hold an electronic signature.
How long does it take to obtain a qualified electronic certificate?
The procedure typically takes from a few days to one week, depending on the certification body and how promptly the applicant submits the required documentation. The application must be submitted in person.
Can a foreign national incorporate a company in Serbia without travelling to Serbia?
Yes, by engaging an attorney. Attorneys at law are authorised to sign client documents with their own electronic signature, converting them into an electronically acceptable form for the BRA. Details are described in the article on temporary residence in Serbia through company formation.
Does an electronic signature apply to employment contracts?
The Labour Act prescribes that an employment contract must be concluded in writing, in three copies. In practice, this means the paper form is mandatory. Electronic signing of employment law documents is a complex area with open questions. A detailed analysis is available in our article on electronic registration and digital documentation in Serbia.
Can a gift deed for real property be signed with an electronic signature?
No. A gift deed for real property requires the handwritten signatures of the contracting parties and notarisation before a notary public. Not even the qualified electronic signature is sufficient for the transfer of rights over real property.
Conclusion: Which Signature Do You Need and When to Obtain It?
A simple electronic signature is sufficient for quick, non-binding communications. An advanced signature covers most commercial contracts. A qualified signature is the prerequisite for every formal legal act before government bodies.
For entrepreneurs and company founders in Serbia, the qualified electronic certificate is not an option but a precondition. Without it, a registration application cannot be filed, financial statements cannot be submitted, and e-Government services cannot be accessed.
If you are in the planning stage for incorporation, start obtaining the certificate before you set your registration date. A full overview of the incorporation process, costs, and timeline is available in our guide to company formation in Serbia 2026.
For questions on IT law and electronic documents, the IT and technology law practice of Zunic Law is available.
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