Regulations on seals of enterprises
- 23/03/2022 11:35
1. What is the seal of the business?
️⛳ An enterprise's seal is a special, non-duplicating sign that distinguishes between one enterprise and another.
️⛳ An enterprise's seal is a special means used by an enterprise to stamp its documents and papers. The seal has the meaning of expressing the legal position and affirming the legal value of the papers and documents on which it is stamped. In other words, there are contracts and transactions of the company that must be stamped to be valid, if not, it is considered invalid.
2. Regulations on seals:
2.1. Authorization to decide:
✔ Private business owner for a sole proprietorship.
✔ Member's Council for partnerships.
✔ Board of members or company President for limited liability companies.
✔ The Board of Directors, for a joint-stock company, shall decide on the quantity, form, content, and specimen of the seal, the management and use of the seal, except for The company's charter has other provisions(detailed and guided for implementation in Article 12 of Decree 96/2015/ND-CP)
2.2. Seal sample:
✔ The company seal is presented in a specific form (circle, polygon, or another shape). Each business has a uniform seal template in terms of content, form, and size.
2.3. Seal content:
✔ In the content of the seal sample, there must be information about the business code and the business name.
✔ In addition to the above information, enterprises can add other languages and images to the content of their seal samples. However, this addition must not violate the prohibitions specified in Article 14 of Decree 96/2015/ND-CP.
2.4. Prohibitions of the seal:
💢 National Flag, National Emblem, Party Flag of the Socialist Republic of Vietnam.
💢 Images, symbols, names of the state, state agencies, people's armed forces units, political organizations, socio-political organizations, socio-political-professional organizations, social organizations associations, professional social organizations.
💢 Words, symbols, and images that violate the historical, cultural, ethical, and fine traditions of the Vietnamese nation.
💢 Enterprises are responsible for ensuring compliance with the provisions of the law on intellectual property and relevant laws when using images, words, and symbols in the content or as the form of the seal.
3. New points about seals under the Law on Enterprises 2020:
3.1. Recognition of a digital signature as a seal of an enterprise:
️⛳ Pursuant to Clause 1, Article 43 of the Law on Enterprises 2020, the seal of an enterprise includes:
☑ The seal is made at the seal engraving establishment;
☑ Or seal in the form of a digital signature in accordance with the law on electronic transactions.
3.2. Enterprises are not required to notify the seal sample before using:
⏭️ Pursuant to the provisions of Clause 2, Article 44 of the Law on Enterprises 2014, before using, the enterprise is obliged to notify the seal sample to the business registration agency for public posting on the National Portal about the business registration.
⏭️ However, the Law on Enterprises 2020 has removed this provision, so from January 1, 2021, enterprises will not need to carry out the procedure for notifying the seal sample.
3.3. Some mandatory contents are not specified on the seal:
✅ Pursuant to the provisions of Clause 1, Article 44 of the Law on Enterprises 2014, the seal must show the following information:
☑ Business name;
☑ Enterprise code.
️✅ However, the Law on Enterprises 2020 does not mention this issue, so enterprises will have the full right to decide on the content of the seal they use without being constrained by the law.
3.4. Change the management and storage of seals:
🔗 Pursuant to Clause 3, Article 44 of the Enterprise Law 2014 stipulating the management, use, and keeping of the seal shall comply with the provisions of the company's charter.
🔗 However. According to the Law on Enterprises 2020, the management and keeping of the enterprise's seal shall comply with the provisions of the company's charter or regulations issued by the enterprise, branch, representative office, or another unit of the enterprise with the seal.
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