When should you use a common seal or rubber stamps?

If you own a Singapore company, be it private limited company or limited company, chances that you need to have a common seal for the company’s use to issue share certificates to its shareholders as well as for title deeds.

A common seal is also known as pocket seal or company seal in Singapore and used mostly in common law jurisdictions. For important documents such as share certificates and title deeds for immovable properties purchase, if it is merely signed by 2 directors or 1 director and 1 corporate secretary without the seal impression on this 2 documents, the documents may not be legally recognized.

Usage of common seals is normally accompanied by directors’ resolutions in Singapore, and registered in the company’s statutory registers.

Apart from the above 2 purposes where we would use a common seal, schools and training institutions also issues certificate of participation or attendance to their students or trainees. The certificates will involve the use the common seal to make the certificate look more professional.

In order to make common seal impressions clearer, red stickers will be used to stick on the areas to be sealed to make the seal impression more outstanding.

You will only be using rubber stamps in Singapore for the purposes of grants application, license application, signing of purchase orders, business contracts, rental agreements and those mentioned by ACRA etc. ACRA mentioned in their practice direction No. 1 of 2004 to requests Singapore companies and businesses to print the company’s unique entity number on top of company name on documents such as promissory notes, bills of exchanges, statement of accounts, official invoices, publications and notices according to the S144 of Singapore Companies Act.

So in case the documents that needs to have the company unique entity number to be printed did not have the unique entity number, a rubber stamp with registration number can help you to stay compliant with Singapore’s Companies Act.


Posted on: January 9, 2014

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