Sections 11 explained: this guide covers what it means, who it applies to, the step-by-step process, documents required, fees, due dates and penalties in India — so you can stay compliant with confidence and avoid costly mistakes.
Section 11 of the Information Technology Act, 2000 says when an electronic record is attributed to its originator. Section 12 sets out how an acknowledgment of receipt may be given and what follows when the originator has made the record binding only on receipt of one, or when no acknowledgment arrives. Together they answer two business questions: whose message is it, and was it received?
An electronic record is attributed to the originator if it was sent by the originator himself, by a person with authority to act for the originator, or by an information system programmed by or on behalf of the originator to operate automatically (s.11). Under s.12, an acknowledgment may be given by any communication or conduct of the addressee unless the originator stipulated a form. If the originator made the record binding only on receipt of an acknowledgment, it is deemed never sent until one is received.
Source and scope
This article follows the consolidated text consulted (the Act as amended by the Information Technology (Amendment) Act, 2008). Later amendments and the current position of both sections should be checked. Both sections sit in Chapter IV, "Attribution, acknowledgment and dispatch of electronic records". The terms "originator" and "addressee" are defined in section 2(1)(za) and (b), and both exclude an intermediary; see our article on section 2: computer, data, information, intermediary and cyber security. If your agreements rely on automated messages or acknowledgments, a contract review can check how they are worded.
Section 11: attribution
Section 11 reads: "An electronic record shall be attributed to the originator,- (a) if it was sent by the originator himself; (b) by a person who had the authority to act on behalf of the originator in respect of that electronic record; or (c) by an information system programmed by or on behalf of the originator to operate automatically."
| Clause | Who sent it | Attributed to the originator? |
|---|---|---|
| (a) | The originator himself | Yes |
| (b) | A person who had the authority to act on behalf of the originator in respect of that electronic record | Yes |
| (c) | An information system programmed by or on behalf of the originator to operate automatically | Yes |
Points to note from the words:
- Clause (b) turns on authority "in respect of that electronic record". General employment alone does not appear in the text; the authority must relate to the record in question.
- Clause (c) covers automated systems, for example an order-confirmation system. The text says "programmed by or on behalf of the originator". It does not say the originator must have approved the individual message.
- The section lists the cases in which a record is attributed. It prints no penalty and does not itself say what follows from attribution; that is a question for other provisions and for the law of contract.
- The copy prints "(b) by a person" after "attributed to the originator,-"; the grammar is slightly compressed, and we have kept the wording as printed.
Section 12(1): how an acknowledgment may be given
Where the originator has not stipulated (the copy prints the word in square brackets) that the acknowledgment of receipt of an electronic record be given in a particular form or by a particular method, an acknowledgment may be given by:
- (a) any communication by the addressee, automated or otherwise; or
- (b) any conduct of the addressee, sufficient to indicate to the originator that the electronic record has been received.
An automated reply therefore counts, and so does conduct that shows receipt. If the originator did stipulate a form or method, sub-section (1) does not apply by its terms, and the stipulation governs.
Section 12(2): binding only on receipt of acknowledgment
Where the originator has stipulated that the electronic record shall be binding only on receipt of an acknowledgment of such electronic record by him, then, "unless acknowledgment has been so received, the electronic record shall be deemed to have been never sent by the originator."
This is a strong consequence. If the originator ties the record to an acknowledgment, no acknowledgment means the record is deemed never sent.
Section 12(3): no stipulation and no acknowledgment
Where the originator has not stipulated that the record shall be binding only on receipt of an acknowledgment, and the acknowledgment has not been received within the time specified or agreed or, if no time has been specified or agreed, within a reasonable time, the originator may:
- give notice to the addressee stating that no acknowledgment has been received, specifying a reasonable time by which it must be received; and
- if no acknowledgment is received within that time, "after giving notice to the addressee, treat the electronic record as though it has never been sent."
The section does not set a number of days. The time is "specified or agreed" or "reasonable", and the notice must specify "a reasonable time".
Comparing sub-sections (2) and (3)
| Question | Section 12(2) | Section 12(3) |
|---|---|---|
| Did the originator stipulate that the record binds only on acknowledgment? | Yes | No |
| Is notice required before treating the record as never sent? | No notice is mentioned; the record is deemed never sent unless acknowledged | Yes, notice stating no acknowledgment received and specifying a reasonable time |
| Effect without acknowledgment | Deemed never sent | Originator may treat the record as though it has never been sent, after notice |
Relationship with other sections
Section 13 deals with the time and place of dispatch and receipt; see our article on time and place of dispatch and receipt of an electronic record. Section 10A protects contracts formed through electronic means from being unenforceable solely on that ground; see our article on validity of contracts formed through electronic means. For click-through agreements and similar formats, see our post on click-wrap, browse-wrap and shrink-wrap agreements.
A worked example
Orbit Garments Private Limited runs an order system that automatically sends a price offer to a buyer, Madhav Stores, whenever a quote request is received. Orbit's system was programmed by Orbit to operate automatically, so under section 11(c) the offer record is attributed to Orbit. Orbit's offer also says, "This offer binds Orbit only on receipt of your acknowledgment." If Madhav Stores never acknowledges, section 12(2) deems the offer never sent by Orbit. Had Orbit not included that stipulation, Madhav's silence would not have the same effect; Orbit would have to follow section 12(3) by giving notice with a reasonable time before treating the record as though it had never been sent. If Madhav replies with a stock purchase order that shows it has seen the offer, the reply is "conduct ... sufficient to indicate to the originator that the electronic record has been received" under section 12(1)(b), unless Orbit had stipulated a different form.
Need help with automated messages and acknowledgments?
If your systems send offers, invoices or notices automatically, the wording around attribution and acknowledgment decides who is bound and when. We can check your templates and system messages through a contract review.
Key takeaways
- Three routes to attribution: the originator, an authorised person, an automated system programmed by or for the originator.
- An acknowledgment can be a communication (automated or not) or conduct showing receipt.
- If the record binds only on acknowledgment, no acknowledgment means deemed never sent.
- Otherwise the originator gives notice with a reasonable time before treating the record as never sent.
- The Act prints no number of days for the reasonable time.
Read next
- Section 13: time and place of dispatch and receipt of an electronic record
- Section 10A: validity of contracts formed through electronic means
- Section 2: computer, data, information, intermediary and cyber security defined
- E-contracts and digital signatures: validity in India
Disclaimer: Based on a consolidated copy of the Information Technology Act, 2000 as amended by the Information Technology (Amendment) Act, 2008, on the Information Technology (Intermediary Guidelines and Digital Media Ethics Code) Rules, 2021 as originally notified on 25 February 2021 and on the CERT-In Directions of 28 April 2022, read with the amendments made to the Act by the Jan Vishwas (Amendment of Provisions) Act, 2023 and by section 44 of the Digital Personal Data Protection Act, 2023, as consulted on 2 October 2026. Commencement notifications, other amendments, rules, directions and the current position of each provision are not covered and should be checked. This article is general information, not legal advice; check the official text before acting.