Employee shareholding

Digital Legal Registers: Validity, Guarantees and Best Practices

Digital legal registers: legal validity, eIDAS requirements, timestamping, document retention and integrity guarantees. Compliance guide.

Ambre Devis
Jun 29, 2026

💡 Warning

This article is the result of automatic translation, the accuracy and fidelity of the translation are therefore not guaranteed. To consult the original version of this article, in French, click here.

 

Since November 4, 2019, civil and commercial companies have been able to prepare minutes of decisions made by corporate bodies (general meetings, boards of directors, etc.) in electronic form and maintain the associated records entirely in digital format. 

The French legislature has recognized the need to digitize corporate legal processes. ThroughDecree No. 2019-1118 of October 31, 2019 ( ), the legislature has thus made the digitization of minutes and the registers in which they are recorded standard practice. 

From time savings and increased productivity to enhanced security and confidentiality, the digitization of governance records is becoming an integral part of corporate life and revolutionizing day-to-day operations. 

 

💡 Key takeaways

  • The register may be kept and the minutes drawn up in electronic form (Decree No. 2019-1118 of 31 October 2019).

  • When kept in dematerialised form, their signature must meet at least the requirements of an advanced electronic signature within the meaning of Article 26 of the eIDAS Regulation (Article 26 of the eIDAS Regulation).

  • The minutes must be electronically dated by means of a timestamp providing full evidentiary guarantees (Decree No. 2019-1118 of 31 October 2019).

  • The 2021 Finance Act authorises the registration of electronically signed minutes, thereby removing the tax obstacle to the dematerialisation of registers. Previously, the registration of deeds recording certain transactions — such as a share capital reduction or increase, company transformation, or dissolution — was impossible when they were signed electronically.

 

 

Affected Companies 

Decree No. 2019-1118 of October 31, 2019, which took effect on November 4, 2019, authorizes the digital maintenance of corporate records and the electronic signing of minutes for a wide range of legal entities. 

Until then, only simplified joint-stock companies (both multi-member and single-member) could record their corporate decisions in digital registers, provided their articles of incorporation allowed for it. Other companies were required to maintain their records in paper form. 

Thanks to the decree, all corporations (public limited companies and simplified joint-stock companies) can now digitize their minutes, resolutions, and records. 

 

The Registers in Question  

Today, most records can be digitized (Decree No. 2019-1118 of October 31, 2019), and companies frequently maintain the following records digitally:

    • The register of general meetings or resolutions; 
    • The register of securities transactions;
    • The attendance register for meetings of shareholders or members of the board of directors or the supervisory board in joint-stock companies; 
    • The attendance register for meetings of the board of directors or the supervisory board and the register of resolutions adopted at shareholders’ meetings in public limited companies (Article R225-20 and Article R225-47 of the Commercial Code); 
    • The register of resolutions adopted at meetings of bondholders and holders of securities giving access to the capital (Article R228-73, Article R228-34, and Article R228-48 of the Commercial Code). 

 

Guarantees Regarding Digital Corporate Registers 

To ensure their legal validity, the minutes recorded in digital registers must be certified by an electronic signature and time-stamped. 

 

1. Electronic Signature 

Companies that choose to maintain their corporate records digitally must ensure that each set of minutes is signed using an advanced electronic signature. 

 

A signature is considered advanced if it meets the four conditions set forth inArticle 26 of Regulation (EU) No. 910/2014 : 

1️⃣ It must be uniquely linked to the signatory; 

2️⃣ It must enable the signatory to be identified with certainty; 

3️⃣ It must have been created using creation data that the signatory can use under their exclusive control; 

4️⃣ Be linked to the data associated with that signature in such a way that any subsequent modification is detectable. 

 

2. Dating

To ensure the evidentiary value of the minutes kept in the records, they must be electronically dated using a time-stamping method that provides full evidentiary assurance.

This dating is particularly useful for proving that the deliberations were held in compliance with the applicable deadlines (statutory, legal, or contractual deadlines, as the case may be).
 
By complying with these requirements for electronic signatures and dating, your electronic register will have the same legal validity as a paper register. 

 

What digital medium should be used to maintain the company’s corporate records?

The decree of October 31, 2019, does not prescribe any specific technical format for the “container” of the electronic register. It merely defines the properties that the medium must guarantee: integrity, chronology, authenticity, and legibility over time.

In practice, a compliant digital register can therefore take several forms:

  • A digital file stored on the company’s servers, in which electronically signed and time-stamped minutes are archived;
  • A dedicated SaaS platform, offered by specialized providers, that natively integrates electronic signatures, time-stamping, and archiving;
  • A digital vault with probative value, hosted by a certified service provider, ensuring secure long-term storage;
  • A shared electronic recording system (DEEP/blockchain), which allows a hash of the register to be anchored and its integrity to be guaranteed.

In the absence of a standard mandated by regulation, the choice of storage medium is the company’s responsibility. It is recommended to ensure that the selected service provider offers a reversibility clause allowing for the recovery of the registers—particularly in timestamped and electronically signed PDF format—in the event of a change in solution.

Conclusion

The digitization of governance records is now a legally regulated reality and accessible to all civil and commercial companies. By complying with the requirements for advanced electronic signatures and time-stamping set forth in the decree of October 31, 2019, your digital records have the same legal validity as your former paper records.

While the regulations are clear on what your records must contain, they allow considerable flexibility regarding how they are maintained. This is both an opportunity—to choose the solution best suited to your organization—and a responsibility—to ensure that the chosen medium provides all the necessary long-term safeguards.

 
 

Which registers can be dematerialised?

Commercial companies may keep various registers in dematerialised form, including corporate registers — such as registers of general meetings or decisions, attendance registers, securities transfer registers and shareholder accounts — HR and employee-related registers — such as the single personnel register, CSE register, etc. — accounting registers — such as the general ledger, journal, etc. — and specific registers, such as the beneficial owners register, the record of processing activities, etc.

Is the dematerialisation of registers legally valid?

Yes, provided that the legal requirements relating to electronic signatures and timestamping are met when the register is kept and the minutes are drawn up in electronic form.

What level of electronic signature is required for minutes?

The signature must meet at least the requirements of an advanced electronic signature within the meaning of Article 26 of the eIDAS Regulation. However, for SAS/SASU companies, this requirement may be adjusted if the articles of association provide for other methods for drawing up minutes in electronic form.

What is a timestamp providing full evidentiary guarantees?

It is a process that reliably associates a date and time with a document — or an event — so that this dating can be demonstrated in the event of a dispute. (Decree No. 2011-434 of 20 April 2011)

Do my corporate registers need to be initialled and numbered by the court registry?

If you dematerialise your registers, you do not need to go to the court registry, as the technology legally fulfils the role of initialling. (Article R221-3 of the French Commercial Code and Article L221-3 of the French Monetary and Financial Code)

 

 

Sources 

1. Article 26 of Regulation (EU) No. 910/2014

2. Decree No. 2019-1118 of October 31, 2019

3. Article 26 of the eIDAS Regulation

4. 2021 Finance Act

5. Decree No. 2011-434 of April 20, 2011

 

 
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