Company Seal and Company Stamp: What Are They? 

Running a business in Singapore throws a treasure trove of paperwork and legalities your way. Among the whirlwind of invoices and contracts, two curious terms might have left you scratching your head: company seal and company stamp. While they sound like twins separated at birth, their roles in your business world are as different as morning coffee and after-work cocktails. So, before you haphazardly ink that next document, let's dive into the distinct identities of these business essentials. 

A Brief History of the Common Seal 

Company stamps and company seals are some of the stationeries you are likely to come across in the offices of almost all companies in Singapore. They are useful for legitimising company documents. But you may be wondering whether you need a company stamp. What does the law state about it? 

With changes in legislation, the requirement for a company to have a seal has evolved. As of March 31, 2017, amendments to the Companies Act in Singapore explicitly state that a company does not need to have a common sea. 

Exploring Common Seals 

Now, let's dive deeper into the world of common seals and understand their significance in the corporate landscape. 

What is a Common Seal? 

A common seal, also known as a company seal, is a stamp or embossing tool that a company uses to execute official documents on behalf of the company. It is a means of official authentication of documents, serving as a mark of the company's authority and intention.

Traditionally, the common seal was affixed to agreements, contracts, deeds, and other legal documents, ensuring their validity and binding nature. Using the common seal often required the presence of a witness, adding an extra layer of confirmation to the document's execution. The common seal acts as a means of protection against forgery and unauthorised use, safeguarding the interests of the company. 

The Removal of Requirement for Common Seals 

In recent years, the requirement for common seals has been abolished in many jurisdictions, including Singapore. The Companies Act has changed to simplify the execution of documents, making the common seal no longer mandatory for companies. With this removal of the common seal requirement, companies can now execute documents using the signatures of authorised personnel, such as directors of the company. The shift in regulations has made the process of executing documents more efficient by eliminating the need to procure physical common seals. This change reflects the evolving business landscape and the embrace of digitalisation in company transactions. 

Alternatives to Sealing with Signatures 

While the common seal is no longer a legal requirement, companies have alternative methods for sealing documents in its absence. Some alternatives to sealing with common seals include: 

• The use of digital signatures provides a secure and efficient means of authentication. 
• Signatures of directors or company secretaries can replace the common seal, serving as a binding element. 
• The company's constitution may provide guidelines for the execution of documents in the absence of a common seal, ensuring compliance and legal validity. 

What Is a Company Stamp? 

Now that we have explored the common seal, let's shift our focus to company stamps and their purpose within the corporate setting. 

The Purpose of a Company Stamp 

Turning our attention to the present, the company stamp takes centre stage as a practical and versatile tool. Unlike the weighty historical significance of the common seal, a company stamp is a more utilitarian instrument. Typically imprinted with the company's name, registration number, and other pertinent details, it serves as a quick and efficient means to endorse documents, signifying approval or authentication. The company stamp emerges as an everyday workhorse, facilitating the seamless flow of paperwork in the modern business environment. 

Types of Company Stamps 

Types of corporate seals are tailored to specific business needs, such as deed sealing or share certificate stamping. Customisable company chops can feature the company’s logo, name, or artwork. Some companies use UV ink stamps for an added layer of security against forgery. Various forms include pocket seals, table seals, and normal rubber stamps. Additionally, companies have the option of creating their own seal templates, ensuring a unique design. 

Comparing Company Stamps and Common Seals 

When establishing a business in Singapore, it’s crucial to understand the differences between a company stamp and a common seal. The company stamp is used for day-to-day operations, while the common seal is typically utilised for more formal documents. Additionally, the requirements for using a common seal have been relaxed. Understanding these distinctions is essential for company secretaries, partners of an LLP, and directors of a company. It's important to note that the use of a common seal is no longer mandatory under the law, making it vital to stay updated with the latest regulatory changes. 

Key Differences Between a Company Stamp and a Common Seal 

When it comes to the official marks of a company, understanding the differences between a company stamp and a common seal is crucial in business operations. A company stamp is commonly used for everyday business transactions, while the common seal holds significance in executing legal documents. Unlike the common seal, the company stamp does not require the presence of a witness. Moreover, the company stamp is not a legal requirement in many jurisdictions, unlike the common seal, which may be mandatory in certain regions. Both the common seal and the company stamp serve as integral elements in establishing the authenticity of company documentation. 

When to Use a Company Stamp vs a Common Seal 

When differentiating the usage of a company stamp and a common seal, it's essential to consider their distinct purposes. The corporate seal is typically used for endorsing company documents and correspondence, while the common seal comes into play for executing deeds, contracts, and other legal documents. The decision on whether to use a common seal or a company stamp hinges on the nature of the document, and legal advisors can offer valuable insights. Additionally, specific instances where the common seal or company stamp should be used are often outlined in the company’s constitution.

The Legalities Surrounding Company Stamps and Common Seals 

When using corporate seals and company stamps, it's crucial to adhere to the regulations of the Companies Act. Seeking legal advice is essential to ensure compliance with sealing document requirements. Provisions regarding their use may be outlined in the company's constitution. Proper record-keeping of their use is the responsibility of the company secretary for corporate governance. Understanding the legal implications associated with these tools is integral. 

Why Do You Need a Company Stamp? 

In the fast-paced corporate milieu of Singapore, efficiency is not just a desirable trait; it is a necessity. The company stamp transcends being a bureaucratic formality; it becomes a practical tool that streamlines daily operations. Whether you're swiftly approving invoices, signing contracts, or validating official documents, a company stamp adds a professional touch while saving valuable time and effort. This efficiency becomes a cornerstone for small businesses and entrepreneurs striving to navigate the competitive landscape effectively. 

Legality and official documentation purposes 

For official documentation and legal compliance, a company stamp holds significant legal weight and authenticity. It serves as the company's official mark and is often required by the company's constitution for sealing official documents. The presence of the company stamp is a statutory requirement for many corporate activities and transactions. Failing to have a company stamp may result in non-compliance with regulatory requirements and legal implications, making it an essential element for businesses to consider. 

Streamlining and expediting processes 

By expediting the signing, sealing, and execution of official documents, the corporate seal and stamp reduce administrative burden, saving time during contract and agreement execution. Using a company seal streamlines the authentication of corporate documents, facilitating swift business operations. Simultaneously, having a company stamp simplifies the approval and validation of official paperwork, expediting business processes. The usage of the company seal accelerates paperwork completion, enhancing the efficiency of corporate transactions. 

Where Can You Get Your Hands on a Company Stamp? 

A company stamp, also known as a company seal or corporate seal, is an important tool for businesses to authenticate official documents. If you're wondering where to find one, there are several options available. You can order a customised company stamp online from specialised vendors, visit your local office supply stores, or even consult with a printing and engraving company to create a unique design that represents your brand. 

The process of obtaining a company stamp or seal 

Placing orders for corporate seals can be done through various channels such as email, online platforms, or direct communication with suppliers. Typically, the secretary of the company, director, or partner of the LLP supervises the process of obtaining a company stamp. The supplier usually requests the company's registration details, company name, and the artwork intended for the company stamp. After customisation, the supplier confirms the artwork before final production. Delivery of the company stamp often includes the company's registration number to ensure compliance with corporate regulations. 

Different types and designs of company stamps and seals 

When catering to the diverse needs of businesses, various company stamp designs are available, from pocket seals to table seals. Custom company stamp templates enable personalisation of the design, incorporating branding elements. Businesses can opt for UV ink company stamps, providing added security against forgery. The availability of different stamp designs allows companies to select the most suitable stamp for their requirements. Choosing the appropriate type of company stamp aligns the seal’s features with specific business documentation needs. 

Conclusion 

In conclusion, the dynamics of corporate documentation have undergone a transformative evolution, and understanding the roles of the common seal and company stamp is indispensable for business owners in Singapore. While the common seal retains historical significance, the company stamp emerges as a practical and efficient tool in today's business landscape. Navigating these nuances ensures that your business stays compliant and operates seamlessly in the modern world of commerce.  

If you're ever navigating the legal intricacies of company seals or other aspects of business administration, remember that Grof stands at the ready. Our team of dedicated corporate secretaries can help you navigate the paperwork jungle and ensure your business runs smoothly and efficiently. Visit us today to learn more and discover how we can support your business journey.