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Every company has a seal, and each seal has a different role official seals should not be used indiscriminately!

Company seal

By Clemmens CroftonPublished about a year ago 9 min read
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Every company has a seal, and each seal has a different role official seals should not be used indiscriminately!
Photo by Hello Lightbulb on Unsplash

Each company has a seal, and the role of each seal varies, but all represent the will of the company and have specific legal effects, so it is important to understand the role of each seal and strengthen the seal protection work. Below, we will look at the main ones.

There are five main company seals, namely the official seal, the financial seal, the contract seal, the invoice seal,d the legal representative's name seal.

It should be noted that, in addition to the legal person chapter, the other 4 chapters need to be filed or reserved for seal in by relevant provisions to industry and commerce, public security, and depend on solitary banks.

1. The company's official seal

The company's most effective a chapter is a symbol of the rights of legal persons. In addition to the special provisions of the law (such as the seal of the invoice), can be the official seal on behalf of the will of the legal person, the external contract, and other legal documents.

Scope of use: Any letter, official document, contract, letter of introduction, certificate, or other company material issued in the name of the company can use the official seal.

Custodian: Generally speaking, the person in charge of the official seal should be the company founder or his most trusted person, for example, the chairman or general manager.

2. Financial seal

Scope of use: It is usually used when dealing with banks, for example, for various bank vouchers, remittance slips, and cheques. In addition, it is also used for the settlement of financial transactions, etc.

Custodian: generally managed by the financial staff of the enterprise, which can be the treasurer or cashier, etc.

Stamp

Scope of use: used when the unit signs a contract with the outside world, it can be used to represent the unit within the scope of the contract, with a special contract seal on the contract, the unit needs to bear the rights and obligations resulting from this.

Generally speaking, the initial stage of the business can be direct with the official seal stamp contract, reduce a seal can reduce the risk (such as loss, the official seal for private use, etc.).

Custodian: can be the company legal staff, cooperation lawyers or administrative departments, etc.

4. Invoice stamp

When purchasing and issuing invoices, enterprises, units, and individual entrepreneurs need to affix an invoice stamp. The stamp impression contains the name of the company unit, the wording of the special invoice stamp, and the tax registration number.

According to the Rules for the Implementation of Invoice Management Measures, it is usually necessary to affix the special invoice seal to the invoice and credit union.

Note: Stamped on the invoice, or stamped in the invoice collection book to be valid.

Custodian: generally kept by the invoice administrator of the finance department

5. Name seal of legal person representative

Scope of use: The legal person's seal is mainly used for the company's relevant resolutions and bank-related affairs. Usually used in the registration of the company, enterprise basic account opening, and cheque endorsement with the seal.

Custodian: Generally the legal person himself, also have the company finance department cashier management situation.

(Note: There is no specific legal provision for the custodian of the seal, and the custodian may be set according to the company's situation, and the above is for reference only.)

The authority of the various seals of the company varies and all documents stamped with the seal must be given attention. Therefore it is important to pay attention to the custody of the company seal.

The custody of the company's seal shall implement the system of keeping the seal in the custody of the person in charge, the seal of the person in charge, and the financial special seal separately, and strictly implement the handover system of the custodian.

Generally speaking, the custody of the company seal can specifically adopt the following measures.

1) Seal manager: clarify the awareness and responsibility of the legal risk prevention and control of the position of the seal manager

The company may require the custodian or manager of the seal to sign a "legal risk post undertaking" to clarify the custodian's awareness and responsibility for legal risk prevention and control, and also to strengthen the legal prevention education for their seal management so that they are fully aware of the importance of the seal and strengthen their skills and awareness of legal risk prevention in seal management.

While strengthening the post-awareness of managers, it is also necessary to establish standardized regulations on seal management, such as: clarifying the management duties of seal managers, standardizing the business processes of seal use, and regularly inspecting the use of seals, so that seal management can be done by rules and regulations.

2) Seal use: establish and use a unified seal use approval system and use a registration form

The company shall establish and use a unified seal use approval system and use the registration form, and users shall comply with the company's seal use regulations. Generally speaking, after approval by the head of the enterprise, the user of the seal shall fill in a unified registration form for the use of the seal, and the enterprise's clerical staff shall carefully examine the documents for use of the seal and examine whether the content and number of times of use of the seal are consistent with the application for use of the seal before the seal can be used on the relevant documents.

It should be noted that when using the seal, it is necessary to ensure that the seal keeper personally uses the seal and cannot allow others to use the seal on his behalf, while not allowing the seal to leave the sight of the seal keeper. In general, users are not allowed to carry the seal outside without the personal approval of the main leader of the enterprise, and even if it is necessary to carry it outside, it is best to designate a trusted person to accompany the seal to ensure its safety.

3) Strict control or prohibition of stamping on blank documents

In the process of using the seal, the seal administrator must ensure that the user cannot stamp the company seal on blank documents, such as blank paper, blank documents, blank letters of introduction, etc. In special cases, the consent of the core management of the company must be obtained. This ensures that the seal is used safely.

4) Promptly dispose of the relevant seal for changed or abolished departments or companies

After a change or cancellation of a department belonging to an enterprise, the seal unified management department must collect the departmental seal and the record of using the seal; after the cancellation of a branch belonging to an enterprise, all the seals and the record of using the seal of the branch, including the administrative seal, the special seal for contract, the special seal for finance and the name seal of the person in charge, must be collected after the completion of the cancellation procedures for industry and commerce; after the closure of a project department, all the seals and the record of using the seal of the project department must be surrendered to the enterprise seal After the closure of the project department, all seals and records of the use of seals of the project department must be handed over to the enterprise seal management department. The seal management department of the project department shall, in conjunction with the legal department, destroy the collected seals uniformly, and the records of the use of seals shall be archived by the seal management department by the regulations on file management.

5) What should I do if my seal is accidentally lost?

The loss of the seal must be reported to the public security authorities in the first instance, a certificate of the report must be obtained, and a statement of loss must be published in the local or project location newspaper.

Afterward, when making a replacement engraving, you should take the report receipt from the public security authorities, publish a statement in the newspaper, make an application for a replacement seal engraving and other materials to the local public security authorities for the record, and then go to the designated seal company to engrave the seal.

If the official seal is lost, even if one retains all the information of the official seal, such as the style and code, one cannot carve the seal privately, otherwise one will face administrative punishment of detention.

The judgment of the legal validity of the seal is a value judgment rather than a factual one, so it is mainly reflected in the event of a dispute. A few brief examples of situations that are frequently encountered are

1) Misuse of seals

Internal seals are used externally, e.g. the human seal or administrative seal is used to conclude a contract. The wrong type of seal is used, such as a tax stamp on a statement or a financial stamp on an employment contract. In general, the seal alone is not valid, but if the seal is accompanied by the signature of a manager, the validity of the seal for the company depends on whether the manager is an agent or a specific manager designated for the contract.

2) Forged seals

If the seal is identified as inconsistent with the seal on file with the industry and commerce and the public security authorities, it can generally be concluded that it does not represent the company's meaning, i.e. the company is not responsible for it. However, if the legal representative of the company also has a signature (not a seal), it will generally be presumed to be binding on the company; if there are similar transactions with the same parties and they have been performed (typically such as previous contracts, reconciliations, etc.), it will also be presumed to be binding on the company.

3) Effect of the branch office seal

Under company law, a branch office does not have a legal personality and the liability arising from it is borne by the company and its status is similar to that of an internal organ of the company. However, a branch office has different consequences from an ordinary internal office due to the special provisions of the company law, e.g. a branch office can be a defendant in a civil dispute, whereas an internal office cannot. The affixing of the branch's seal to the affairs of the company will generally bind the company.

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About the Creator

Clemmens Crofton

An eye for an eye thought for an obsession.

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