Key Takeaways

  • A corporate seal is used to officially validate documents on behalf of a company.
  • Common uses include certifying contracts, issuing stock certificates, and authenticating resolutions.
  • Corporate seals are not legally required in most U.S. states, but they can enhance the formality and perceived authority of documents.
  • Different seals serve different purposes: company, financial, legal representative, contract, invoice, HR, and customs seals.
  • Proper control and security of the corporate seal are critical to preventing internal misuse or external forgery.
  • Digital alternatives to physical seals are becoming more common in corporate governance.

A corporate seal example is a form of embossed symbol or ink that contains the legal name of a corporation, its jurisdiction of incorporation, and/or the word “seal.”

Under Alberta (the Business Corporations Act), a contract becomes binding whether the contracting parties affix a corporate seal or not. However, the bylaws of a corporation may stipulate instances where the corporate seal must be affixed on contracts.

How Corporations Use Company Seals

Corporate seals are used by nonprofit corporations, LLPs (limited liability partnerships), LPs ( limited partnerships), LLCs (limited liability companies), S corporations, and C corporations to emboss documents and mark them as authentic official company documents.

Some companies often use their company seal to stamp documents such as company resolutions, ownership certificates, company contracts and minutes from the annual meeting of shareholders and directors or that of managers/members for LLCs, LLPs or LPs.

The seal was first used in China to represent the emperor's authority in official documents. This tradition survives to this day, and the company seal/stamp is used as an instrument to represent the company's authority in various transactions.

When a Corporate Seal Is Legally Required

While the use of a corporate seal is largely ceremonial today, there are still specific scenarios and jurisdictions where it may be required or strongly recommended. In some states, sealing a document can serve as a form of authentication, especially for deeds or certain real estate transactions. In international dealings—particularly in Asia and Europe—corporate seals are often considered a mandatory part of business documentation. Always check applicable local and international laws before executing important documents without a seal.

Types of Corporate Seals

Owing to the multitude of transactions done by a company, they may have different seals — each one used for particular actions or in specific instances.

The following are the different kinds of corporate seals.

What a Corporate Seal Includes

A typical corporate seal example will display the following elements:

  • Legal business name (e.g., “Acme Corp.”)
  • Jurisdiction of incorporation (e.g., “Incorporated in Delaware”)
  • Year of formation (optional but common)
  • The word “SEAL” or “CORPORATE SEAL” to clearly identify its function

Most seals are either embossed on paper or applied via ink stamp, and may include logos or ornamental borders for added formality.

Company Seal

Company seals show the company's full name and serve as its corporate signature. Since it is mostly used to authorize documents and transactions, the company seal is one of the most important seals. Generally, if the company seal is embossed on a document, it means that the company accepts whatever clauses the document may contain and therefore, is legally bound by the terms of the document. Due to its significance, it carries a potentially greater amount of risk.

Financial Seal

Financial seals are used in basic corporate actions such as issuing checks and opening bank accounts. Since it is mostly used to authorize financial transactions, it is often placed in the custody of the Company's Director of Finance or the officer in charge of financial matters.

Legal Representative Seal

This is a personal seal that represents the company's legal representative although it symbolizes company behavior, not the individual conduct of the legal representative. It is often used with the company's financial seal to open bank accounts. The bank views the legal representative seal as evidence of authorization for bank-related activities.

Contract Seal

Contract seals are used to represent the company's authority and person when entering into contracts with other entities. Nonetheless, the contract seal isn't really necessary since the company seal can be used in its stead. However, it's best to use the contract seal, especially in cases where several contracts require affirmation. Constantly relying on the bearer of the company's seal could cause difficulties.

Invoice Seal

This seal is used to authorize invoices that the company issues.

Other types of corporate seals include the HR seal and the customs seal.

Corporate seals are used by companies in several scenarios and carry specific powers. As such, they are sources of significant risks especially for companies without a full understanding of its legal and business implications.

Some of the outside sources of risks to corporate seals include forgery and fraud. Since the corporate seal carries significant powers, it is not uncommon for unscrupulous individuals to attempt their forgery.

In many ways, the forgery of a company seal is similar to forging a director's signature. The risk comes into play during correspondence with other entities since one party presumes that the other is legitimate.

For instance, an entity may receive a sealed and signed offer stating that it will receive products upon payment of a stipulated amount to the counterparty. However, the party, whose name is on the signed and sealed offer, has been falsely represented and has no idea of the terms of the agreement.

There are also internal sources of risks to company seals — for instance, the company's employees or agents. This problem arises from a failure to implement a proper control system that effectively supervises the individuals who have access to the corporate seal.

Examples of Corporate Seal Usage

Here are several corporate seal examples that demonstrate its usage in real-world scenarios:

  • Stock Certificate Authentication: A seal embossed on stock certificates validates their authenticity and issuance by the company.
  • Board Resolution Certification: When a resolution is passed by a board, affixing the seal confirms its formal approval.
  • Real Estate Transactions: Certain deeds, particularly in older jurisdictions or cross-border deals, may require a sealed execution.
  • Loan Agreements: A lender might request a corporate seal to confirm the agreement was officially authorized.
  • Opening Bank Accounts: Some financial institutions, especially internationally, may still request a sealed board resolution as evidence of authorization.

Each corporate seal example adds formality and signals legitimacy, which can be vital in sensitive or high-value transactions.

Corporate Seal Storage and Security Best Practices

Because corporate seals can be used to execute legally binding agreements, their storage and handling must be carefully managed. Recommended practices include:

  • Limiting access to authorized individuals such as officers or corporate secretaries
  • Maintaining a seal usage log to track who used the seal, when, and for what purpose
  • Storing the seal in a secure location, such as a locked cabinet or safe
  • Separating seals by function (e.g., contract vs. financial) to avoid misuse
  • Using tamper-proof digital tools for electronic seals

A lapse in corporate seal security can result in unauthorized transactions or reputational harm.

Digital Corporate Seals

With the rise of remote operations and digital governance tools, many businesses now use digital corporate seals. These seals function similarly to physical ones but are applied electronically to PDF contracts, resolutions, and internal forms. Digital seals can be encrypted and timestamped for security, and they often form part of broader corporate compliance platforms. However, it is crucial to ensure that digital seals are accepted by the relevant parties and meet any regulatory requirements in your industry or jurisdiction.

Frequently Asked Questions

1. What is a corporate seal example? A corporate seal example typically includes the business name, jurisdiction of incorporation, and the word “SEAL,” embossed or stamped on formal documents to signify authenticity.

2. Is a corporate seal legally required? In most U.S. states, corporate seals are optional. However, certain documents like deeds or international contracts may require or benefit from a seal.

3. Can I use a digital corporate seal? Yes, digital corporate seals are increasingly accepted and useful for electronic documents, but you should confirm that they meet legal and counterpart requirements.

4. Who can use a corporate seal? Typically, authorized officers, such as a corporate secretary or executive, are permitted to use the corporate seal. Access should be strictly controlled.

5. What documents should be sealed? Corporate seals are commonly used on stock certificates, board resolutions, contracts, and official correspondence to add formality and confirm authorization.

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