Affixation of common seal

[Bidu Bhusan Dash]

Dear Members,

What are the list of documents on which common seal will be affixed ?

Regards

Bidu

[shwetha nadig]

Mr. Bidu,

 

under the Indian Companies Act, 1956, the following documents are statutorily required to be affixed with a common seal:

 

(a)   A company may by writing under it’s common seal empower a person to execute deeds on it’s behalf in or outside India (Section 48 of the Act)

(b)  A company having an official seal for use in any territory, may by writing under it’s common seal authorise any person appointed for such purpose in such territory to affix the official seal to any document to which the company is a party in such territory (Section 52 of the Act);

(c)   A share certificate in India should have the company’s common seal (Section 84 of the Act);

(d)  Instrument appointing a proxy should be signed by the appointer (or his attorney duly authorised in writing if the appointer is a body corporate), should be under a common seal or be signed by an officer or attorney authorised through the company’s common seal (Section 176 of the Act).

 

 

The common seal can be affixed to any part of a share certificate. However, for other documents, the common seal should be affixed either below the signatures or any where on that page as long as the signature of the persons in whose presence it was affixed is on the same page as the common seal.

 

Also refer the following sections ans SS 8

 

As per Section 48, the deeds can be executed by the Company through its authorised representative under its common seal.  The affixing of common seal needs to be under the authority of the Board.

 

As per Section 54, a document or proceeding requiring authentication by a company may be signed by a director, the manager, the secretary or other authorised officer of the Company and need not be under its common seal.

 

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Best regards


Shwetha Nadig

Asst. V.P & Asst. C.S

Parijatha Business Solution Pvt. Ltd.

Bangalore

[Suresh Kumar Vaishraj]

Dear Friend,

Common Seal is to be affixed on the documents as warranted by Statute and the Articles of Association of a Company, viz.

- On share certificates, seal has to be affixed - as per the Companies Act.
- Agreements/ Deeds/ Power of Attorneys may be required to be affixed - as per the Articles of a given company.
-Lending institutions (Banks, Financial Institutions etc), Private Equity Investors, Clients (Tender documents) etc ordinarily insist to affix the seal on their respective document.

There is no separate list documents stated anywhere on which the seal is to be affixed.

As Ms. Swetha rightly stated, wherever the seal is affixed it must be signed, counter signed by directors and/ or officials who are so authorized by the Articles of Association. Further a register containing the particulars of documents, date of affixation, persons signing/ counter signing at the time seal affixation could be maintained.

Thanks and Regards
Suresh Kumar V
Company Secretary
91-9849991201