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Common Seal

SkDash (CS (Member) CWA (Final))   (909 Points)

01 April 2011  

Can a company have more than one common seal ? Provision of the AOA to keep more than one common seal whether valid ? Sec 50 of the Act enables for more than one Official Seal for use outside India which should be fascimile of the Common Seal, but nothing is there for common seal.

views of others solicited


 6 Replies

CA Sandeep Kumar (Audit Assistant) (804 Points)
Replied 01 April 2011

if we can analyse the purpose of common seal, that answers the question! 

Company by itself cannot sign as it is not a natural person, therefore common seal is like a signature of the company. whether a company can have two signatures?????? I do not think so. Though expressly not provided that there should not be more than 1, lets not complicate things by having more than 1, administrative inconvenience. 

CA Sandeep Kumar (Audit Assistant) (804 Points)
Replied 01 April 2011

Secretarial Standard on affixing of Common Seal (SS-8)- also clearly specifies that company shall have only ONE Common seal. Though such standards are only recommendatory, we can surely take guidance from the same as they are drafted by experts. 

SkDash (CS (Member) CWA (Final))   (909 Points)
Replied 05 April 2011

Thanks Sunny. SS-8 is recommendatory as of now and ICSI may make it mandatory at any time. Can you tell me any section/provision of the Act requiring common seal to be kept by company. I could not find that.

Sudhir Garg (Service) (236 Points)
Replied 05 April 2011

Hi

I think common seal can be more than one with the proper authorisation of board under the definite supervision of some person. all provisions of common seal will equally apply to other seal.'

Other views welcomed.

Regards- Sudhir

CA Sandeep Kumar (Audit Assistant) (804 Points)
Replied 05 April 2011

There are few sections like 48, 50, 84, 114 which require common seal to be affixed on that. It is mandatory, so it is implied that common seal has to be kept by company. Section 54 also gives some points on common seal. 

Also refer, Table A, regulation 84.  

CA Sandeep Kumar (Audit Assistant) (804 Points)
Replied 05 April 2011

replace ''common seal to be affixed on that'' with ''common seal to be affixed on certain documents''

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