Signature Proxy: When Someone Else Signs on Your Behalf

Understanding Proxy Signing for e-Signatures

Sometimes the person who needs to sign a document cannot be the one to physically (or digitally) sign it. That is where signature proxies come in — a legal mechanism that allows one person to sign on behalf of another, provided the right authorisation is in place.

What is a Signature Proxy?

A signature proxy is an arrangement where an individual (the proxy) is authorised to sign a document on behalf of another person (the principal). The proxy acts as a representative, and their signature carries the same weight as if the principal had signed directly.

This is different from forging or impersonating a signature. A valid proxy arrangement requires:

• Explicit authorisation from the principal (usually in writing)
• Clear scope defining what documents the proxy can sign
• Identification of both the principal and the proxy

When Proxy Signing is Used

Corporate governance. A company director who cannot attend a board meeting authorises another director or officer to sign resolutions on their behalf. This keeps business moving when key decision-makers are unavailable.

Power of attorney. A person grants legal authority to another (their attorney-in-fact) to sign documents on their behalf. This is common in property transactions, financial matters, and healthcare decisions when the principal is unable to act — due to travel, illness, or incapacity.

Delegation within organisations. A CEO delegates signing authority to a VP for contracts below a certain value. A department head authorises an assistant to sign routine procurement documents. These internal delegations prevent bottlenecks when specific individuals are the only authorised signers.

International transactions. When parties are in different time zones or jurisdictions, a local representative may sign on behalf of a foreign entity, provided they have the proper authorisation.

Shareholder meetings. Shareholders who cannot attend a meeting appoint a proxy to vote (and sign related documents) on their behalf. This is one of the most common and formalised uses of proxy authority.

Legal Requirements for Proxy Signing

The legal validity of a proxy signature depends on jurisdiction and document type, but some principles are universal:

1. Written authorisation. The principal must provide clear, documented authorisation for the proxy to sign. Verbal authorisation is risky — if the signature is later disputed, you need evidence that the proxy was authorised.

2. Scope limitations. The authorisation should specify what the proxy can sign. A general "sign anything" authorisation is legally weaker than one that specifies "sign the lease agreement for 123 Main Street on my behalf."

3. Identification of the proxy. The document should make clear that the proxy is signing in a representative capacity, not in their own name. Typically, a proxy signs as "Jane Smith, on behalf of John Doe" or "Jane Smith, attorney-in-fact for John Doe."

4. Applicable law. Some document types have restrictions on proxy signing. Wills, for example, generally cannot be signed by proxy. Certain government forms may require the principal's own signature. Always check the requirements for your specific document type and jurisdiction.

Proxy Signing and Electronic Signatures

Electronic signatures work well with proxy signing because they can capture additional context that paper signatures cannot:

• The proxy's identity is verified through the e-signing platform (email, SMS, biometric)
• The signing capacity can be recorded — the proxy signs in a clearly labelled field indicating they are signing on behalf of another
• The authorisation document (power of attorney, board resolution, delegation letter) can be attached to the same envelope
• Timestamps and audit trails create a detailed record of exactly when and how the proxy signed

This is actually stronger evidence than a paper proxy signature, where the only proof might be a scrawled signature with "pp" (per procurationem) next to it.

How to Handle Proxy Signing with GoodSign

GoodSign does not have a specific "proxy signing" feature — because it does not need one. The platform's existing capabilities handle proxy signing naturally:

Label the signer appropriately. When adding a signer to an envelope, include the proxy's name and indicate they are signing on behalf of the principal. For example: "Jane Smith (signing for John Doe)." This appears in the signing workflow and the audit trail.

Attach the authorisation. Include the power of attorney, delegation letter, or board resolution as an attachment or additional document in the envelope. This keeps the authorisation and the signed document together as a single record.

Add context with custom messages. Include a message to the proxy (and any other parties) explaining the arrangement: "Jane Smith is authorised to sign this agreement on behalf of John Doe per the attached power of attorney."

Verify the proxy's identity. Use email delivery, SMS verification, or biometric passkeys to confirm that the proxy is who they claim to be. The audit trail records the proxy's identity — not just the principal's name.

Keep the audit trail. GoodSign's audit trail records exactly who signed (the proxy), when they signed, how their identity was verified, and from what device. Combined with the attached authorisation document, this creates a complete evidence package.

Include the principal as a CC recipient. If the principal should receive a copy of the signed document, add them as a CC recipient. They receive the completed document without being part of the signing process.

All of this works within GoodSign's standard workflow at $1.50 per envelope. No special features to unlock, no extra charges for additional documents or attachments, and no per-user fees for your team.

Best Practices for Proxy Signing

1. Always have written authorisation. No exceptions. Even if the proxy arrangement is informal or between trusted parties, put it in writing.
2. Be specific about scope. The authorisation should clearly state what documents the proxy can sign and for what period.
3. Make the arrangement visible. The signed document should clearly show that a proxy signed — not leave room for ambiguity about who actually signed.
4. Keep authorisation and document together. Store the power of attorney or delegation letter alongside the documents it covers. If they are separated, proving the proxy's authority becomes harder.
5. Check jurisdiction requirements. Some documents cannot be signed by proxy, and some jurisdictions have specific requirements for proxy authorisation. Verify before proceeding.
6. Consider whether proxy signing is necessary. With e-signing, many situations that previously required a proxy — because the principal was travelling, in a meeting, or in a different location — can now be handled by the principal directly from their phone. The need for proxy signing decreases when signing takes 30 seconds from any device.