Commercial real estate transactions operate in a different universe than residential deals. Where a home purchase might involve a buyer, seller, and their respective agents coordinating schedules for a single closing appointment, commercial transactions regularly feature corporate entities, multiple signers with varying authority levels, institutional lenders with specific requirements, and stakeholders scattered across different cities or countries.
Remote online notarization has transformed how these complex closings can be executed—but commercial transactions demand a more sophisticated approach than simply scheduling a video call with a notary. This guide addresses the specific challenges of using RON for commercial real estate, from verifying entity signing authority to satisfying lender and title insurance requirements.
Why Commercial Transactions Are Different
Before diving into RON specifics, understanding what makes commercial real estate fundamentally different from residential transactions helps explain why the closing process requires more careful planning.
Extended Timelines and Complexity
Residential transactions typically close within 30 to 60 days. Commercial transactions commonly take 60 to 90 days—and complex deals involving multiple properties, intricate financing structures, or significant due diligence can extend well beyond three months. This extended timeline creates more opportunities for circumstances to change, stakeholders to become unavailable, and documents to require revision.
No RESPA Protection
The Real Estate Settlement Procedures Act (RESPA), which governs residential transactions and standardizes closing documents, does not apply to commercial real estate. This means commercial contracts are heavily customized, negotiated extensively, and lack the standardization that makes residential closings relatively predictable.
Without RESPA’s protections, commercial parties must conduct more extensive due diligence and rely on carefully negotiated contract terms rather than regulatory requirements. The closing documentation reflects this complexity—hundreds of pages of custom contracts, financial records, entity documents, and disclosures rather than standardized forms.
Multiple Stakeholders with Different Interests
A residential closing typically involves buyers, sellers, their agents, a lender, and a title company. Commercial transactions add layers of complexity:
On the buyer side: Individual investors, investment partnerships, LLCs, corporations, institutional buyers, joint venture partners, and their respective legal counsel, accountants, and advisors.
On the seller side: Property owners (often entities rather than individuals), property managers, existing tenants with lease assignments, and their professional advisors.
Financing parties: Commercial lenders (often multiple lenders in syndicated deals), mezzanine lenders, equity investors, and their legal teams.
Service providers: Title companies, escrow agents, surveyors, environmental consultants, appraisers, and inspectors.
Coordinating document execution across these parties—often located in different time zones and with varying availability—represents one of the primary challenges RON can address.
Entity Signing Authority: The Foundation of Commercial Closings
In commercial real estate, the actual parties to a transaction are frequently legal entities—corporations, LLCs, partnerships, or trusts—rather than individuals. But documents still require human signatures. This creates a critical verification step that must be completed before any closing can proceed.
Understanding Signing Authority
Signing authority is the legal power to bind an entity to contractual obligations. When someone signs a deed, mortgage, or purchase agreement on behalf of an LLC or corporation, the other parties need assurance that this person actually has authority to commit the entity to the transaction.
Without proper verification of signing authority, a closing could be challenged later on the grounds that the person who signed lacked authority to do so—potentially unwinding the entire transaction.
Sources of Signing Authority
Signing authority can be established through several mechanisms:
Corporate charter or articles of organization: The foundational documents that create the entity may specify which officers or positions have authority to execute certain types of transactions.
Bylaws or operating agreement: These governing documents typically define the authority of various officers, managers, or members. For example, an LLC’s operating agreement might specify that the managing member has authority to execute real estate transactions up to a certain dollar amount.
Board resolution: A corporation’s board of directors can adopt a resolution specifically authorizing a particular person to sign on behalf of the corporation for a specific transaction. This is common for significant transactions like real estate purchases or sales.
Member or partner resolution: For LLCs and partnerships, a resolution signed by members or partners can designate someone to have signing authority.
Power of attorney: In some cases, an entity may grant power of attorney to an individual to sign specific documents on its behalf.
Documenting Signing Authority
Before a commercial closing can proceed, all parties will want documentation confirming that each signer has authority to bind their respective entities. Common forms of this documentation include:
Certificate of good standing: Confirms the entity exists and is authorized to conduct business in the relevant state.
Certified copy of the resolution: A corporate secretary or similar officer certifies that the resolution authorizing the signer was properly adopted.
Incumbency certificate: Confirms that the person signing holds the position claimed (e.g., that John Smith is indeed the President of ABC Corporation).
Operating agreement excerpts: Relevant portions of an LLC’s operating agreement showing the authority granted to managers or members.
Notarized authorization letter: In some cases, a letter signed by authorized parties (such as all partners) and notarized, authorizing a specific person to execute documents on behalf of the entity.
Signing Authority and RON
When using remote online notarization for commercial transactions, signing authority verification becomes even more critical. The notary must be confident that:
- The person appearing on video is who they claim to be (addressed through identity verification)
- That person has authority to sign on behalf of the entity (addressed through authority documentation)
- The entity itself is validly organized and authorized to engage in the transaction (addressed through good standing certificates and organizational documents)
All supporting authority documentation should be gathered and reviewed before the RON session is scheduled. Having to pause or reschedule a closing because authority documentation is incomplete or questionable creates exactly the kind of delay that undermines RON’s efficiency benefits.
Multi-Signature Requirements in Commercial Transactions
Commercial closings frequently require signatures from multiple people—sometimes many people—across various documents. Understanding how to structure these multi-signature requirements for RON execution is essential for smooth closings.
Types of Multi-Signature Situations
Multiple signers for a single entity: Some entity structures require multiple signatures to bind the entity. For example, an LLC might require signatures from two managing members for transactions above a certain threshold.
Multiple entities on one side of a transaction: A property might be owned by several LLCs (perhaps one for each building in a portfolio), each requiring its own authorized signers.
Guarantors and indemnitors: Commercial loans frequently require personal guarantees from principals of the borrowing entity. Each guarantor must sign guarantee documents.
Joint ventures: When parties are acquiring property through a joint venture, multiple JV partners may need to execute documents.
Syndicated financing: Large commercial loans may involve multiple lenders, each requiring their own signature authority on various documents.
Coordinating Multi-Signer RON Sessions
RON platforms can handle multiple signers in several ways:
Simultaneous sessions: All signers join the same video session and sign documents together. This works well when signers are in similar time zones and available at the same time.
Sequential sessions: Signers participate in separate sessions at different times. The platform tracks which signatures have been obtained and which are still needed. This approach accommodates signers in different time zones or with conflicting schedules.
Hybrid approaches: Some signers participate together while others sign separately. For example, the two managing members of the selling entity might sign together, while the buyer’s representative signs in a separate session.
Practical Considerations for Multi-Signer Closings
Schedule flexibility: Build buffer time into the closing timeline. If one signer has a last-minute conflict, you need time to reschedule without blowing the closing deadline.
Document control: Ensure clear tracking of which documents require which signatures. A master signature matrix mapping each document to its required signers prevents confusion.
Authority documentation for all signers: Each person signing in a representative capacity needs their own authority documentation. Don’t assume that because one corporate officer has documented authority, others automatically do as well.
Communication protocols: Establish clear communication channels among all parties. When signers are spread across locations and time zones, miscommunication creates delays.
Backup plans: Have contingency arrangements if a signer’s technology fails or they can’t complete identity verification. Know in advance who can serve as an alternate signer if one person becomes unavailable.
Lender Requirements for RON in Commercial Transactions
Commercial lenders have significant influence over whether and how RON can be used in a transaction. Understanding lender requirements—and getting necessary approvals early—is essential for successful RON closings.
The Lender Approval Process
Most commercial lenders have specific policies regarding remote online notarization. These policies may address:
Whether RON is permitted at all: Some lenders still require traditional in-person notarization for certain document types or transaction sizes.
Which RON platforms are approved: Lenders may maintain lists of approved RON providers whose security and compliance standards meet their requirements.
Which documents can be executed via RON: A lender might permit RON for certain documents (like seller-side documents) while requiring in-person execution for loan documents.
Additional requirements: Some lenders impose requirements beyond standard RON procedures, such as specific identity verification methods or witness requirements.
Buyer vs. seller RON: As one title company notes, lenders typically must approve RON when it’s for a buyer signing loan documents. However, seller-side RON (where the seller is executing conveyance documents) may not require separate lender approval in some cases.
Getting Lender Approval
The approval process should begin early in the transaction:
Review loan documents: Check if the commitment letter or loan documents address electronic closings or RON. Some sophisticated lenders include provisions permitting or restricting RON.
Contact the lender directly: Don’t assume RON is acceptable. Ask specifically about:
- Whether RON is permitted for this transaction
- Which platforms are approved
- Which documents can be executed via RON
- Any additional requirements or conditions
- Who needs to approve the RON (loan officer, closing department, legal)
Document the approval: Get written confirmation of RON approval, including any conditions. This documentation protects against later disputes about whether RON was authorized.
Confirm title insurance implications: Ensure the title underwriter will insure a transaction closed via RON. Most major title underwriters now accept RON when properly executed, but confirmation is prudent.
When Lenders Restrict or Prohibit RON
If a lender doesn’t permit RON—or restricts it to certain documents—alternatives exist:
Hybrid closing: Execute some documents via RON and others in person. For example, use RON for seller-side documents while the buyer executes loan documents in person.
Remote ink-signed notarization (RIN): Some jurisdictions allow RIN, where physical documents are signed with wet ink while the notary witnesses via video conference. The notary then notarizes the physical documents when they’re delivered.
Mobile notary: A notary travels to the signer’s location for in-person notarization. This maintains convenience for signers while satisfying lender requirements for traditional notarization.
Negotiate: For significant transactions, lenders may be willing to make exceptions to standard policies. If RON offers meaningful benefits for the transaction, it’s worth asking.
Title Insurance Considerations
Title insurance underwriters play a gatekeeping role in real estate transactions. Understanding their requirements for RON ensures that title coverage remains intact.
Title Underwriter Approval of RON Platforms
Major title insurance underwriters have approved specific RON platforms for use in real estate transactions. When selecting a RON provider for commercial transactions, verify that:
The platform is approved by your title underwriter: Major underwriters like First American, Fidelity, Old Republic, and Stewart have approved various RON platforms. Using an unapproved platform could jeopardize title coverage.
The platform meets MISMO standards: The Mortgage Industry Standards Maintenance Organization (MISMO) establishes technical standards for RON. MISMO-compliant platforms satisfy most underwriter requirements.
The platform handles commercial transaction volume: Some platforms are designed primarily for residential transactions. The deals that are Commercial in nature may require platforms capable of handling larger document packages, multiple signers, and more complex workflows.
Commercial Title Insurance Endorsements
Commercial transactions typically require numerous title insurance endorsements beyond the base policy. Common commercial endorsements include:
ALTA 3 (Zoning): Provides coverage related to zoning classification and permitted uses—critical for commercial properties where zoning directly impacts value and usability.
ALTA 8.2 (Commercial Environmental Protection Lien): Insures against loss from recorded environmental liens not shown as exceptions in the policy.
ALTA 9 (Comprehensive/Restrictions, Encroachments, Minerals): Covers various risks related to covenants, encroachments, and mineral rights.
ALTA 17 (Access and Entry): Insures that the property has actual vehicular and pedestrian access—essential for commercial properties.
ALTA 19 (Contiguity): For multi-parcel transactions, confirms parcels are contiguous without gaps or gores.
ALTA 25 (Same as Survey): Provides coverage for differences between the insured property and a survey.
ALTA 28 (Easement): Various easement endorsements address specific easement-related risks.
ALTA 32 (Construction Loan): For construction financing, protects against mechanics’ liens.
ALTA 42 (Commercial Lender Group): For syndicated loans, provides coverage for multiple lenders.
The availability of these endorsements isn’t directly affected by RON—they depend on the property, transaction structure, and underwriting requirements. However, all documentation supporting endorsement issuance must be properly executed, whether through RON or traditional notarization.
Recording Requirements
After documents are executed, they must be recorded with the appropriate county recorder’s office. Recording requirements vary by jurisdiction:
Electronic recording (eRecording): Many jurisdictions accept electronically executed documents for recording. When documents are executed via RON and then electronically recorded, the transaction can be fully digital from execution to recording.
Paper recording: Some jurisdictions still require physical documents for recording. In these cases, electronically executed documents may need to be printed for recording, or the recorder may accept certified copies of electronic documents.
Hybrid situations: Even in jurisdictions that accept eRecording, certain document types might require paper recording. Verify recording requirements for all documents in the transaction.
The title company typically handles recording and can advise on jurisdiction-specific requirements.
Managing Complex Multi-Stakeholder Closings
Commercial transactions involve coordinating numerous parties, each with their own schedules, time zones, and requirements. RON can simplify this coordination—but only with proper planning.
Pre-Closing Preparation
Document inventory: Create a comprehensive list of every document requiring execution, who must sign each document, and what authority documentation is needed for each signer.
Signer contact information: Gather contact information, time zone information, and scheduling preferences for all signers. Include backup contacts in case primary signers become unavailable.
Technology verification: Before the closing date, verify that all signers have:
- Compatible devices (computer with camera and microphone, or smartphone/tablet)
- Reliable internet connectivity
- Valid government-issued photo identification
- Ability to complete knowledge-based authentication if required
Authority documentation collection: Gather all entity documentation, resolutions, and certificates well before closing. Review for completeness and address any gaps early.
Lender and title confirmation: Confirm that all lender requirements for RON are satisfied and that the title underwriter will insure the transaction.
Scheduling Strategy
Time zone coordination: For signers across multiple time zones, identify windows when all necessary parties can participate. Sometimes this requires creative scheduling—early morning in one location, evening in another.
Sequential vs. simultaneous: Determine whether documents require simultaneous execution (all parties signing together) or can be executed sequentially. Sequential execution offers more scheduling flexibility.
Buffer time: Build cushion into the schedule. Technical difficulties, identity verification issues, or last-minute document revisions can delay individual sessions.
Closing date flexibility: When possible, structure the transaction with some flexibility around the closing date. If a critical signer has an unexpected conflict, a one-day delay is better than scrambling to find alternatives.
Day-of-Closing Execution
Pre-session checklist: Before each RON session begins, verify:
- Signer has identification ready
- Signer has reviewed documents in advance
- Technology is functioning
- Authority documentation is in order
- All parties who need to participate are available
Document review: Commercial signers should receive documents for review before the RON session. Unlike residential closings where signers often see documents for the first time at closing, commercial parties and their counsel typically negotiate documents extensively beforehand.
Real-time communication: Maintain open communication channels among all parties during the closing. If issues arise in one session, other parties need to know before they begin their sessions.
Execution tracking: Track which documents have been executed and which are still pending. A master tracking document accessible to all parties prevents confusion.
Recording and funding coordination: Coordinate with the title company and lenders on recording timing and funding. The title company needs to confirm all documents are properly executed before authorizing recording and fund disbursement.
RON Platform Selection for Commercial Transactions
Not all RON platforms are equally suited for commercial real estate. When evaluating platforms for commercial use, consider:
Compliance and Approvals
State law compliance: Ensure the platform complies with RON laws in all relevant jurisdictions. State requirements vary significantly.
Title underwriter approval: Verify approval from the title underwriters you work with regularly.
MISMO certification: MISMO certification indicates the platform meets industry technical standards.
Lender acceptability: If you work with specific lenders regularly, confirm those lenders accept the platform.
Technical Capabilities
Multiple signer support: Can the platform handle complex multi-signer transactions with both simultaneous and sequential signing options?
Document package size: Commercial transactions involve substantial document packages. Ensure the platform can handle large files efficiently.
Witness capability: Some documents require witnesses. Verify the platform can accommodate witnesses in the RON session.
Integration capabilities: Does the platform integrate with title production software, document management systems, or other tools used in your workflow?
Recording: Can documents be transmitted directly for eRecording where available?
Security Features
Identity verification methods: What credential analysis and knowledge-based authentication capabilities does the platform offer?
Video recording: RON sessions must be recorded and retained. Verify recording quality, storage security, and retention period compliance with state requirements.
Tamper-evident technology: Documents should be sealed with tamper-evident technology that reveals any post-execution alterations.
Audit trail: The platform should maintain comprehensive audit trails documenting the entire session.
Support and Reliability
Technical support: What support is available if issues arise during a closing? 24/7 support matters for transactions crossing time zones.
Platform reliability: What’s the platform’s uptime history? A platform outage during a closing creates serious problems.
Training and onboarding: What training is available for your team and for signers unfamiliar with RON?
For commercial real estate transactions requiring reliable RON execution, Bluenotary offers a platform designed to handle complex multi-party closings with the security and compliance features commercial transactions demand.
State Law Considerations
RON is governed by state law, and requirements vary significantly across jurisdictions. For commercial transactions potentially involving multiple states, understanding these variations is essential.
RON Authorization Status
As of early 2026, approximately 47 states and the District of Columbia have enacted laws permitting remote online notarization in some form. However, the details differ:
Permanent RON authorization: Most states have enacted permanent RON laws with established requirements for notary registration, technology platforms, and procedures.
Limited authorization: Some states permit RON only for certain document types or under specific conditions.
Real estate restrictions: A few states have enacted RON but with restrictions on real estate transactions. Connecticut, for example, has excluded real estate from its RON authorization.
Key State Law Variations
Notary location requirements: Most states require the notary to be physically located within the state where they’re commissioned during the RON session. The signer can generally be located anywhere.
Identity verification requirements: States specify acceptable methods of identity verification, typically including credential analysis and knowledge-based authentication. Some states permit alternative methods like biometric verification.
Technology standards: States may specify or approve technology platforms, or establish minimum technology standards that platforms must meet.
Recording retention: States require retention of RON session recordings for specified periods—commonly five to ten years.
Journal requirements: Most states require notaries to maintain journals documenting RON sessions.
Multi-State Transaction Considerations
Commercial transactions frequently involve parties in different states. Key considerations include:
Choice of notary state: The state where the notary is commissioned determines which state’s RON law applies. Select a notary commissioned in a state with clear RON authorization and favorable rules.
Recording state requirements: The jurisdiction where documents will be recorded may have specific requirements for document format or notarization.
Lender state requirements: Lenders may have preferences or requirements about which state’s notaries can be used.
Interstate recognition: Most states recognize notarizations performed in other states. The federal SECURE Notarization Act, if enacted, would establish national minimum standards and ensure interstate recognition.
Common Challenges and Solutions
Even well-planned RON closings can encounter obstacles. Understanding common challenges helps you prepare solutions in advance.
Identity Verification Failures
Problem: A signer cannot complete knowledge-based authentication (KBA) because they lack sufficient credit history (common for foreign nationals) or answer questions incorrectly.
Solutions:
- Some states permit alternative verification methods, including biometric verification
- Credential analysis alone may be acceptable in some circumstances
- In-person verification by the notary with video connection to the RON session
- Traditional in-person notarization as fallback
Technology Failures
Problem: Video connection drops, audio fails, or the platform experiences technical difficulties mid-session.
Solutions:
- Test technology before the scheduled closing
- Have backup connectivity options (mobile hotspot if primary internet fails)
- Establish communication protocols for reconnecting if sessions are interrupted
- Build buffer time into schedules to accommodate restarts
- Have phone numbers for all participants to coordinate reconnection
Document Revisions at Closing
Problem: Last-minute changes require document revisions after the RON session has begun.
Solutions:
- Complete document review and approval before scheduling RON sessions
- Have designated contacts who can quickly revise and redistribute documents
- Understand platform capabilities for document replacement mid-session
- If revisions are extensive, reschedule rather than rushing
Signer Unavailability
Problem: A required signer becomes unavailable on the scheduled closing date due to emergency, illness, or other conflict.
Solutions:
- Identify backup signers with authority documentation in advance
- Build flexibility into the closing timeline
- For sequential signings, determine if order can be adjusted
- Consider power of attorney for critical signers, executed in advance
Authority Documentation Gaps
Problem: At closing, questions arise about whether a signer has proper authority, and documentation is incomplete.
Solutions:
- Gather and verify all authority documentation well before closing
- Have entities adopt resolutions or prepare authorization letters early
- Maintain relationships with attorneys who can quickly prepare supplemental documentation
- Don’t schedule RON sessions until authority questions are resolved
After the RON Session: Recording and Beyond
Successful document execution is only one step. Ensuring proper recording and post-closing procedures protects the transaction.
Recording Procedures
Electronic recording: Where available, electronically executed documents can be submitted for eRecording. The title company typically handles submission and monitors recording confirmation.
Paper recording: If paper recording is required, printed copies of electronically executed documents must be prepared. Some jurisdictions require specific certifications or formats.
Recording fees: Recording fees vary by jurisdiction and document type. The title company coordinates fee payment.
Recording confirmation: After recording, the county recorder assigns recording numbers and returns recorded documents or confirmations. The title company updates the title policy to reflect recorded documents.
Post-Closing Document Management
Retention: RON session recordings must be retained per state law requirements (often 5-10 years). The RON platform typically handles retention, but verify retention policies.
Distribution: Recorded documents and closing packages should be distributed to all parties promptly.
Original documents: In commercial transactions, original documents may need to be delivered to lenders, recorded with filing offices, or retained by specific parties. Clarify original document requirements early.
Title Policy Issuance
After recording, the title company issues final title insurance policies. For commercial transactions:
Owner’s policy: Issued in the full purchase price amount, protecting the buyer against covered title defects.
Lender’s policy: Issued in the loan amount, protecting the lender’s mortgage interest.
Endorsements: All negotiated endorsements should be attached to the policies.
Review: Parties and counsel should review final policies promptly to confirm accuracy and completeness.
The Future of Commercial RON
Remote online notarization continues to evolve, with developments that will affect commercial real estate transactions.
Legislative Developments
The SECURE Notarization Act, introduced at the federal level, would establish national minimum standards for RON and ensure interstate recognition of RON notarizations. Passage would eliminate uncertainty about interstate recognition and encourage remaining non-RON states to authorize the practice.
States continue to refine their RON laws, generally in the direction of greater acceptance and clearer standards. The trend is toward broader RON authorization, not restriction.
Technology Advances
RON platforms continue to improve identity verification capabilities, document handling, and integration with other real estate technology systems. Enhanced security features and more sophisticated fraud prevention tools address concerns about remote transaction security.
Industry Adoption
As more commercial transactions successfully close using RON, industry comfort level increases. Lenders that were initially skeptical are increasingly accepting RON, particularly for routine transactions. Title underwriters continue to approve additional platforms and refine their requirements.
The direction is clear: RON is becoming standard practice for commercial real estate transactions, not an exception. Professionals who master RON procedures now will be better positioned as digital closings become the norm.
Frequently Asked Questions
Do commercial lenders allow RON for loan document execution?
Many commercial lenders now permit RON, but policies vary significantly. Some lenders allow RON for any documents, others restrict it to specific document types or transaction sizes, and some still require in-person execution. Always confirm lender requirements before planning a RON closing.
What documentation is needed to verify entity signing authority?
Common documentation includes certificates of good standing, certified copies of board or member resolutions authorizing the signer, incumbency certificates confirming the signer’s position, and relevant excerpts from operating agreements or bylaws showing the signer’s authority. The specific requirements depend on the entity type and transaction.
Can multiple signers participate in the same RON session?
Yes. Most RON platforms support multiple signers in the same session (simultaneous signing) or in separate sessions (sequential signing). The appropriate approach depends on signer availability, time zones, and whether documents require signatures from all parties together.
How do title insurance underwriters view RON for commercial transactions?
Major title underwriters have approved RON for commercial transactions when conducted through approved platforms following proper procedures. However, using an unapproved platform or failing to follow required procedures could jeopardize title coverage. Verify your platform’s approval status with your underwriter.
What happens if a signer fails identity verification?
If a signer cannot complete knowledge-based authentication or other identity verification, alternatives may be available depending on state law and platform capabilities. These might include biometric verification, additional credential review, or in-person verification followed by remote session completion. In some cases, traditional in-person notarization may be the fallback.
Can documents executed via RON be recorded in any jurisdiction?
Most jurisdictions accept RON-executed documents for recording, particularly those that also accept electronic recording. However, some jurisdictions may have specific requirements for document format or notarization. Verify recording requirements for each jurisdiction where documents will be recorded.
How long must RON session recordings be retained?
Retention requirements vary by state but commonly range from five to ten years. The RON platform typically handles retention, but verify that retention periods comply with all applicable state requirements.
What’s the difference between RON and remote ink-signed notarization (RIN)?
RON is fully electronic—documents are signed electronically and notarized electronically via video conference. RIN involves physical documents signed with wet ink, with the notary witnessing the signing via video conference. The notary then physically notarizes the paper documents when received. Some jurisdictions or lenders that don’t accept RON may accept RIN as an alternative.
