There are mainly five kinds of company seals, namely, official seal, financial seal, contract seal, invoice seal and legal representative name seal. It should be noted that, except for the corporate chapter, the other four chapters need to be filed or sealed in the industrial and commercial, public security and account opening banks in accordance with relevant regulations.
What is the company seal for?
1. official seal of the company: the most effective seal of the company is a symbol of the rights of the legal person.
Unless there are special provisions in the law (such as the stamping of invoices), the official seal can represent the will of legal persons and sign contracts and other legal documents.
Scope of use: All letters, official documents, contracts, letters of introduction, certificates or other company materials sent 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 founder of the company or the person he trusts most, such as the chairman or general manager.
2. Financial seal: usually used when dealing with banks, such as seals of various bank vouchers, bills of exchange and checks. In addition, it will also be used for the settlement of financial transactions.
Custodian: Generally, it is managed by the financial personnel of the enterprise, either the financial supervisor or the cashier.
3. Contract seal: used by the unit when signing a contract. Can represent the unit within the scope of signing and affix the special seal for the contract, and the unit shall bear the rights and obligations arising therefrom.
Generally speaking, the contract can be directly stamped with the official seal at the beginning of the business, and reducing one official seal can reduce the risks (such as the loss of the official seal and private use, etc.). ).
Custodian: it can be the company's legal personnel, cooperative lawyers or administrative departments.
4. Stamping of invoices: Enterprises, units and individual industrial and commercial households need to stamp invoices when purchasing and issuing invoices. The stamp has the company name, the words special seal for invoices and the tax registration number.
According to the Detailed Rules for the Implementation of the Measures for the Administration of Invoices, it is usually necessary to affix a special invoice seal to the invoice and the deduction.
Note: It is only valid to stamp the invoice or stamp the invoice collection book.
Custodian: generally kept by the invoice administrator of the financial department.
5. Name seal of legal representative: The legal person seal is mainly used for relevant company resolutions and bank-related affairs. The stamp has the company name, the words special seal for invoices and the tax registration number.
It is usually used to register companies, enterprises to open accounts in basic deposit account and to print cheque endorsements.
Custodians are generally legal persons themselves, and sometimes they are managed by cashiers in the company's financial department.
(Note: The custodian of the seal has no specific legal provisions and can be set according to the company's situation. The above is for reference only. )
How to keep the company seal?
The authority of the company's various seals is different, and all documents should be valued. Therefore, we must pay attention to the preservation of the company seal.
The seal of the company shall be kept by a special person, stamped with the seal of the person in charge and the special financial seal, and the handover system of the custodian shall be strictly implemented. Generally speaking, the following measures can be taken to keep the company seal.
1. seal administrator: define the post legal risk prevention awareness and responsibilities of the seal administrator.
The company may require the custodian or manager of the seal to sign the Letter of Commitment on Legal Risk Post, so as to clarify the custodian's awareness and responsibility of legal risk prevention and control, and at the same time strengthen the legal prevention education on his seal management, so that he can fully realize the importance of the seal and strengthen his seal management skills and awareness of legal risk prevention.
While strengthening the post consciousness of managers, we should also establish standardized seal management regulations, such as: defining the management responsibilities of seal managers, standardizing the business process of seal use, and regularly checking the use of seals, so as to make seal management work rule-based.
2. Seal use: establish and use a unified seal use approval system and use registration form.
The company shall establish and use a unified seal use approval system and use registration form, and users shall abide by the company's seal use regulations. Generally speaking, after the approval of the enterprise leaders, the seal user should fill in a unified seal registration form, and the enterprise clerical staff should carefully review the seal documents and check whether they are consistent with the contents and the number of seals applied for, so as to seal 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 can't let others use the seal on his behalf, let alone let the seal leave the sight of the custodian. Under normal circumstances, the user shall not take out the seal without the personal approval of the main leaders of the enterprise. Even if it needs to be taken out, it's best to designate a trustworthy person to follow it to ensure the safety of the seal.
3. Strictly control or prohibit stamping blank documents.
In the process of using the seal, the seal administrator must ensure that the user cannot affix the company seal on the blank documents, such as blank paper, blank documents, blank letters of introduction, etc. In case of special circumstances, the consent of the company's core management personnel must be obtained. If the stamped blank document is useless, the holder also hopes that the blank document will be returned to the seal management department (such as administrative department and office) for proper handling, so as to ensure the safe use of the seal.
4. What if the seal is accidentally lost?
The loss of the seal must be reported to the public security organ at the first time and the report certificate must be obtained. At the same time, the loss statement should be published in local or local newspapers.
Later, when engraving, you should take the report receipt, newspaper statement, engraving application and other materials from the public security organ to the local public security organ for the record, and then engrave the seal at the designated seal company.
Reminder: If the official seal is lost, even if all the official seal information, such as style and code, is retained, it cannot be engraved privately, otherwise it will face administrative punishment of detention.
5. Deal with relevant seals in time for departments or companies that change or cancel.
After the change or cancellation of the enterprise department, the unified seal management department must collect the department seal and seal records; After the cancellation of the affiliated branch and the completion of the industrial and commercial cancellation procedures, all the seals and seal records of the branch, including the administrative seal, the special seal for contracts, the special seal for finance and the seal of the person in charge, shall be collected; After the closure of the project department, all seals and seal records of the project department must be turned over to the enterprise seal management department. The seal management department of the enterprise shall, jointly with the legal department, uniformly destroy the collected seals, and the seal management department shall file the seal records in accordance with the provisions on file management.
What is the legal effect of the company seal?
The evaluation of the legal effect of seal is a kind of value judgment rather than fact determination, so it is mainly reflected in the event of a dispute. Simply give a few common situations:
1, wrong seal.
Internal seals are used externally, such as human seals and administrative seals for signing contracts. Misuse of seal types, such as tax stamps on statements and financial stamps on labor contracts. Under normal circumstances, only the seal does not take effect, but if there is an agent signing and sealing at the same time, whether it takes effect for the company depends on whether the agent is an agent or a specific agent specified in the contract.
2, the effectiveness of the branch seal
According to the company law, a branch company does not have the legal person status, and the responsibilities incurred are borne by the company, which is similar to the internal organization of the company. However, due to the special provisions of the company law, the consequences of branches and ordinary internal institutions are different. For example, branches can become defendants in civil disputes, but internal institutions can't. Everything in the company is stamped with the seal of the branch, which is generally binding on the company.
Step 3 forge a seal
If the appraisal is inconsistent with the seal of the industry and commerce and public security for the record, it can generally be determined that it does not represent the company's will, that is, the company does not assume responsibility. However, if the legal representative of the company has a signature at the same time (not a signature), it will generally be presumed to be binding on the company; If there are similar transactions with the same counterparty and they have been fulfilled (such as previous contracts, reconciliation, etc.). ), they will also be presumed to be binding on the company.
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