Each enterprise is required to have its own seal. The imprint gives the documentation legal force, allowing it to be used both within the organization and transferred to third parties.
Uncertified papers can only be used in internal document flow . Any legal transaction concluded with a legal entity or individual outside the enterprise must be certified by an imprint.
Using a seal: how and where to put it
Within one organization, different types of printing can be used: basic, structural and special. Stamps are placed on the following types of documents :
- acts;
- powers of attorney;
- contracts;
- conclusions;
- writs of execution;
- letters of guarantee;
- registers;
- statements;
- travel documents;
- instructions;
- agreements;
- references and characteristics;
- petitions and letters of guarantee;
- title lists;
- cost estimates;
- charters of organizations.
Most of the documents contain the special abbreviation “M.” P.". It marks the place where the stamp should be placed. If it is not there, you can put an imprint arbitrarily. It must be placed so that it does not overlap the signature of the witness, but captures several letters from the title of the position of the authorized person.
The seal covers the signature. Can authenticity be determined?
Designer Artemy Lebedev broke into the jurisprudence by writing a post on Facebook with the following content:
“I have lived wrong all my life. Luckily, I have a very good and competent notary (she).
Like all people in the world, I was sure that any document is given weight, solidity and legal integrity by a seal placed directly on the signature.
Pha-ha-ha!
It turned out that everything is exactly the opposite. If the seal even slightly overlaps the signature, then in the event of an examination, not a single forensic scientist will recognize either the signature or the seal if one stands on top of the other. The signature and seal must be completely independently distinguishable.
Be sure to tell this to your lawyers, lawyers, managers and young notaries.”
(Link to post: https://www.facebook.com/temalebedev/posts/10158970493311095)
Lawyers immediately exposed the amateur in the comments: a normal expert/criminologist will always find a way to determine its authenticity, and the fact that the seal impression partially covers the signature is not a problem.
Initially, I was ready to support my fellow commentators, but after familiarizing myself with the existing judicial practice, my opinion changed.
In one case, the appellate court indicated: “According to expert opinion No. 7654/2-3 dated 08/01/2016, it is necessary to establish whether the signature in the column “Director of InvestOil LLC” V.A. Okunevich corresponds to the prescription period.” in the Agreement on the absence of claims regarding the collection of legal expenses, dated August 17, 2015, it is not possible due to the fact that “this signature is not suitable for research, because in the strokes of the signature in the column “Director of InvestOil LLC” V. Okunevich. A." its main part is covered with a seal impression. The remaining part of the signature does not contain a sufficient number of straightforward strokes necessary to conduct research in order to determine the limitation period of its execution” (resolution of the Nineteenth Arbitration Court of Appeal dated December 13, 2016 No. 19AP-7086/2016 in case No. A14-16708/2014).
Another case contains a similar conclusion: “At the same time, the research part of the conclusion stated the impossibility of answering the question posed due to the study not of the original document, but of its electrophotographic copy. In addition, the expert noted that the strokes of the signature of Shulyak D.A. covered with a seal imprint, which greatly complicated the process of identifying identification features. Thus, the forensic examination concluded that the signature of D.A. Shulyak was falsified. not confirmed in the disputed protocol. The appellate court proceeds from the absence of an unambiguous conclusion regarding the falsification of D.A. Shulyak’s signature. on the protocol being examined due to the presentation to the expert of only a copy of the protocol, which resulted in the impossibility of preparing an unambiguous answer to the question posed” (resolution of the Eighteenth Arbitration Court of Appeal dated December 26, 2017 No. 18AP-14971/2017 in case No. A76-24319/2016).
There is also the opposite judicial practice, in which experts were able to examine a signature covered by a seal. Therefore, the issue of the possibility of conducting an examination will be resolved in each specific case differently.
Thus, in my opinion, there is a rational grain in the designer’s advice.
Print shape and size
The regulations do not regulate the size, color and form of indication of details. The name of the organization and the actual address must be written in full. Details can be specified in a foreign language (for example, the name of the company can be written in Latin). Typical print size is 38-42 mm . Typically, purple or dark blue ink is used for stamping.
The print should be clear, bright, but not too bold. If the integrity of the seal is damaged or worn out, the organization is obliged to order the production of another copy. A new stamp will also be required if the name or actual address of the company changes. A paper certified by a faulty or invalid seal loses its legal force .
Where is the stamp placed on documents?
If we talk about the main seal of a company or a personal one, then the imprint is placed at the bottom of the document. Today, many forms or forms contain a separate field “Place of stamp”, where it is placed. If there is no such field on the documents, then the imprint is left on a blank area of the document, in its lower part, near the signature (personal or manager). The imprint may partially cover the signature, but not its decoding (that is, the surname and initials).
If there is no free space on the document, the seal should be at the bottom of the page, closer to the center.
What does the seal certify?
The imprint is used to certify documents confirming the rights of persons to perform certain official duties. The list of actions requiring certification and the list of seals is regulated by the instructions. It is developed and approved by the head of the organization. The instructions may include sections containing information about:
- list of seals;
- order of use;
- persons entitled to use;
- storage location;
- list of documents to be certified.
Stamps are registered and stored in locked cabinets or safes. They are allowed to be used only by the manager and employees authorized by a special order.
What types of documents must be certified with a stamp?
Not all documentation requires mandatory affixing of the main seal. The types of papers that must be certified depend on the type of activity of the enterprise .
Primary
Generalized papers refer to primary documentation: they confirm the act of conducting a legal transaction. All documents related to primary documents undergo accounting.
Under any circumstances of the transaction, stamps are required on documents printed in accordance with generally accepted standards. If documents with an individually developed structure are used within the organization, stamping them remains at the discretion of the manager .
Orders
They relate to internal documentation: orders cannot be used outside the organization. If an employee requires a copy of a document for personal use, only the copy is stamped. The original document is certified only by signature.
Letterheads
Placing a stamp depends on the type of form . If it relates to documents subject to reporting, it must be stamped. As a rule, these are powers of attorney and letters of guarantee that authorize an individual or legal entity to represent the interests of the company.
If the form is issued on special paper with the symbols of the organization, they do not require additional certification.
Other types of documentation
In addition to basic documentation, contracts, acts and certificates must be certified. There are separate regulations for certification of work records. When hiring, a stamp is placed on the title side of the first page.
Any changes in personal data (change of surname, address) are certified by affixing a second stamp to the back of the page. the organization's seal is also affixed next to the corresponding entry .
Printing requirements
In order for a seal to be placed on official documentation, it must necessarily contain the name of the company. This requirement is established in Art. 2 of the Law “On JSC” and the Law “On LLC”. By analogy, the provisions of regulations can be applied to individual entrepreneurs. There are no other mandatory requirements for stamps.
However, if you turn to practice, you can see that all seals for documentation are very similar to each other. The fact is that they are manufactured in accordance with GOST R 51511-2001. And although in fact this GOST regulates the form of stamps for state organizations using the Russian coat of arms, its provisions are also used to make stamps for non-state enterprises. They must meet the following requirements (the following points refer to GOST R 51511-2001):
- round shape (clause 3.1);
- the diameter varies from 40 to 50 mm, along the edge there is a 1.3 mm wide rim, where the date of manufacture of the stamp is indicated (clause 3.2);
- in the center is the company name or full name. entrepreneur or their distinctive sign by analogy with the coat of arms of Russia (clause 3.3);
- around the name or distinctive sign in a circle there is microtext indicating the taxpayer identification number (TIN), state registration number (OGRN), the full and short name of the company or businessman, indicating the short version in brackets (clauses 3.4–3.5).
If necessary, the print may contain additional security marks. You are also allowed to include other information in the stamp, such as an email address or telephone number. We also recommend that you read the material “What is a facsimile signature?”
Note! The above requirements must be observed for the main imprint of an individual entrepreneur or enterprise. The “For Documents” print can be made in any shape (rectangular, triangular, square), if it is used only in internal document flow. When handling external documents, it is better to focus on the requirements of GOST R 51511-2001 so that counterparties do not have doubts about its authenticity.
What is the difference between a simple seal and a stamp seal?
Depending on the appearance, stamps can be:
- Stampede . Among other data, they contain the state emblem of the Russian Federation. The right to use it for certification is granted only to managers and officials from among government bodies.
- Round . Mandatory for every organization. In addition to the name and address, it indicates the number of the state registration certificate.
- Oval and triangular . Used for internal documentation (passes, packages, letters). They cannot be placed on papers confirming financial transactions.
The use of a stamp with a coat of arms by persons who do not have legal rights to do so is criminally punishable. Other types can be used by legal entities and individuals.
In what cases is it necessary to certify the manager’s signature with a seal?
The list of documents requiring signature certification is determined by organizations independently. Placing a stamp is mandatory for originals and copies of documents certifying:
- employee job responsibilities;
- expenditure of funds and material assets;
- representing the interests of the organization outside its borders.
Only an authorized official has the right to put a stamp using the main type of seal of the organization. Only individual entrepreneurs have the right to use a personal stamp.
