Until recently, a round seal was a mandatory attribute of a legal entity (JSC and LLC). The need for the organization to have it was enshrined at the legislative level (clause 7 of article 2 Federal Law dated December 26, 1995 No. 208-FZ “On joint stock companies", clause 5 of article 2 of the Federal Law of December 8, 1998 No. 14-FZ “On Limited Liability Companies.”). But with the entry into force of Federal Law dated April 6, 2015 No. 82-FZ, the requirement to have round stamp was excluded from the relevant regulations. From 04/07/2015, this becomes the right of a legal entity: it can continue to work with the seal as before, or refuse it. Despite such positive changes, many companies are in no hurry to part with their seal. In addition, they also acquire auxiliary (additional) seals and stamps.
As for individual entrepreneurs, the law, before and now, does not oblige them to use a round seal. This issue is resolved solely by the entrepreneur.
During its operation, the seal (stamp) may become unusable: worn out or damaged. Or its owner’s details (name, location, etc.) may change. Or the company has undergone reorganization, or maybe even liquidated. All this is a reason to destroy the old seal (stamp).
Please note that the law does not oblige organizations and individual entrepreneurs to do this. But in order to avoid possible abuse and to avoid confusion, it is better to recycle old stamp products. And this entire process must be documented. For these purposes it is used. But more about everything.
Currently, the production and destruction of seals (stamps) is not controlled by the state. Therefore, the company can independently regulate its work with them. For this purpose, a local regulatory act (LNA) is issued in the form of an order on the main activity, rules, instructions, etc. In it, it provides, among other things, the procedure for the destruction of seals (stamps).
Old seals and stamps can be destroyed:
- on your own;
- by a third party.
In the first case, a special commission operates. It is appointed by order of the head as needed, in which all its members are listed by name. Or the composition of the commission is fixed by the LDF, and only the positions of its members are indicated. It is advisable that the commission include an employee responsible for working with seals and stamps.
The commission's task is to physically destroy the cliche (a seal element containing a mirror image of the seal impression). That is, render it completely unsuitable for further use. If the cliche is made of rubber, caoutchouc or other polymers, then it is usually cut into small pieces with scissors or burned. The metal cliche is cut down crosswise. The entire recycling process is documented using, where the following must be indicated:
- name of company;
- name, date, act number;
- composition of the commission (position title, full names of members);
- basis for destroying seals/stamps;
- name, quantity and imprints of the seals/stamps to be destroyed;
- reason, time, place and method of destruction;
- conclusion of the commission on the fact of destruction;
- signatures of the commission members.
The completed and signed document is submitted to the manager for approval. Based on this document, the responsible person makes a note about the destruction in the journal for recording the movement of seals and stamps. Further act of destruction of seals and stamps stored with the journal in case of disputes regarding documents that bear the old seal.
If a company decides to use the services of a third-party organization, then in addition to the stamp itself, it will need to provide the contractor with a whole package of documents. Here is an approximate list of it:
- a statement from the head of the organization about the destruction of the seal;
- a photocopy of the manager’s passport (for government agencies - a photocopy of the order on the appointment of the manager, certified by a higher organization);
- a photocopy of the passport of the employee responsible for destroying the seal;
- power of attorney from the organization for the employee responsible for destroying the seal;
- a copy of an extract from the Unified State Register of Legal Entities, certified by a notary;
- document confirming payment for the service.
Note! A lost or stolen seal cannot be destroyed.
If these circumstances arise, its owner must immediately:
- Report the incident to the servicing banks and counterparties from whom the company receives inventory or cash. This is necessary to ensure that attackers, fraudsters, etc. are not able to use the seal to commit illegal actions.
- Report the missing seal to the police. If there are signs of a crime, then a criminal case is opened. If not, then the initiation of a criminal case is refused. In any case, the company has the right to receive a copy of the relevant resolution.
- Order a new seal. It is desirable that it is radically different from the old one. In this case, an order is issued to the organization to change the seal.
Although the Russian Ministry of Finance has described a simplified procedure for dealing with the loss of a seal. The agency noted that no permits are required to produce a new type of seal. It is enough to issue an order to destroy (non-use) the old seal and make a new one, attaching a sample of the imprint to it.
Download the form act on the destruction of seals and stamps, as well as a sample of this document, you can find below.
In accordance with GOST R 51511-2001 “Printing with reproduction State emblem Russian Federation. Shape, dimensions and technical requirements» seal - this is “a device containing a printing block for making impressions on paper”.
As you can see, the definition is quite general. More informative is GOST R 6.30-2003 “Unified documentation systems. Unified system organizational and administrative documentation. Requirements for paperwork”, which says that detail 25 “Seal imprint” "certifies the authenticity of the signature official on documents certifying the rights of persons, recording facts related to financial assets, as well as on other documents providing for the certification of an original signature. Documents are certified with the seal of the organization".
To the question what exactly should be depicted on the seal of a legal entity(we will call it), answer clause 5 of Art. 2 of the Federal Law “On Limited Liability Companies” dated 02/08/1998 No. 14-FZ, as well as Art. 2 of the Federal Law “On Joint Stock Companies” dated December 26, 1995 No. 208-FZ. These articles contain almost identical text, from which it follows that the seals of LLCs and JSCs must contain:
- full corporate name of LLC or JSC;
- location of the LLC or JSC.
In addition, the seals of an LLC or JSC may contain the company name of the company in any language of the peoples of the Russian Federation and (or) a foreign language.
Branches and representative offices of companies must place the same information on their seals, plus the words “Branch” or “Representative Office”.
These are just the minimum requirements. Entity at his own discretion, he can place his own logo, emblem, bank details, contact information, etc. on the seal.
Examples of seals from GOST R 51511-2001:
Example 1
Seals of business companies
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In the mentioned GOST one can also find requirements for the procedure for the production, use, recording, storage and destruction of seals, but they are mandatory only for organizations using state symbols. Technical requirements for seals of organizations are contained in the National Standard of the Russian Federation “Mastic Certification Seals. Shape, dimensions and technical requirements" (approved on the basis of the Federal Law of December 27, 2002 No. 184-FZ "On Technical Regulation"). Here, for example, the sizes that both the seal itself and the images on it should have are listed.
Concerning stamp, then there is no official definition for it. We will consider it a stamp cliché with text, the purpose of which is to reproduce this text so that it does not have to be written by hand.
Example 2
Stamps for different purposes
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Types of seals in an organization
Any organization, as well as individual entrepreneurs, have the right to produce for their needs additional seals. They will be distributed to structural units and will be affixed by their employees on strictly defined documents. Which ones should be specified in the relevant regulations (see paragraphs 5.2 and 5.3 in Example 12).
Example 3
Additional stamps
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The use of additional seals should be treated with some caution, as their legal validity may be questioned. We recommend affixing the main seal of the organization to documents submitted to government and regulatory authorities. There is nothing wrong with using an additional seal, but local officials may well refuse to accept documents certified by them. To avoid unnecessary delays, it is better to use the main seal immediately.
The seal “For contracts” is also worthy of attention. Is it possible to put it on contracts? The Civil Code of the Russian Federation does not contain a requirement to certify signatures in a contract with a seal. However, the contract itself may include a condition that the signature is certified by the main seal of the organization. If there is no such condition, then you can put a stamp “For contracts”.
The most important seal of the organization is stored in the safe of the preschool educational institution service, the assistant general or the director himself. All other seals, as well as stamps, are distributed among structural units. To control their storage and use, it is recommended to assign responsible persons. The most logical thing would be to entrust the storage of seals and stamps to employees responsible for office work in departments. For this purpose, an order is created for the main activity (its administrative part is shown in Example 4).
Example 4
The administrative part of the order appointing those responsible for the storage and use of seals and stamps in structural units
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The order goes through the usual procedure of approval and signing general director, after which it must be familiarized with the signature of all employees appointed responsible for the seals.
Accounting for seals and stamps
All seals and stamps of the organization are subject to registration. Information about which department a particular stamp or seal is located in, when and to whom it was issued, handed over and destroyed is contained in a special journal. Since this journal contains impressions of seals and stamps, as well as handwritten signatures of the employees responsible for them, it is handwritten. Possible composition The graph and filling method are shown in Example 5.
Occasionally, seals have to leave the organization and go, for example, to a meeting with a counterparty, as a result of which a protocol of disagreements to the contract will be immediately signed. The manager who goes to the meeting must take the seal with him. This fact, as well as the fact that the seal was returned to them, is recorded in a special journal - see Example 6.
Where and how to put the stamp?
If the form of the document requires affixing a seal, then the place of the imprint may be indicated by the letters “MP.” (“Print Place”) In this case, the imprint can be placed directly on these letters. See Example 7.
Sometimes this mark is placed inside a specially designed and outlined field for printing (as in Example 8). Then you need to try to fit the seal inside without going beyond the designated border. For example, this option is provided in the Card with samples of signatures and seal imprints, the form of which is approved by Bank of Russia Instruction No. 28-I dated September 14, 2006 (in common parlance it is called a bank card).
Example 7
Placing a seal imprint when indicating a place for it - “M.P.”
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Example 8
Placing a seal impression in a specially designated field
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If the place for the imprint is not designated, and the seal is required to certify the official’s signature, then it must be placed in such a way as to capture small fragments of the position and the signature being certified (see Example 9). This rule is not fixed anywhere and is, rather, a business custom. From a logical point of view, this custom is quite justified: in fact, if a stamp is affixed after signing a document, then the person who puts it can do it so that the stamp stands in a certain place - touching a fragment of the position and signature and at the same time leaving them readable . An imprint that completely covers the signature makes it difficult to identify, and if it is located somewhere far from it, it may raise doubts that it was affixed after the document was signed.
If the form of the document is such that it is impossible to affix a seal imprint, affecting both the signature and the position at the same time, then it is better to “hook” the signature.
Example 9
Placing a seal imprint when certifying an official’s signature
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Approximate list of documents to be stamped official seal, given in Appendix 8 Methodological recommendations on the implementation of GOST R 6.30-2003. An organization has the right to draw up such a list for itself, establishing the mandatory nature of its application. If an organization uses not only the main, but also additional seals in its work, then for all of them it is necessary to determine which documents they will be affixed to.
The places where stamps are affixed are usually known and are often even recorded in local regulations. Thus, the Office Work Instructions may indicate that the “Incoming No.” stamp is placed in the lower right corner of the document, and the “In Case No.” stamp is placed in the lower left corner.
Destruction of seals and stamps
Proper accounting of seals and stamps also implies their proper destruction. Worn or broken seals should not be thrown into the trash., especially without informing the responsible service. All unnecessary or unusable seals and stamps are collected into the latter for subsequent destruction. This is recorded in the Journal of Seals and Stamps (see in Example 5 the columns about the return of the seal to the administrative and economic service (AHS), they are filled in line 24).
A special commission is responsible for the destruction of seals and stamps. It is created on the instructions of the head of the organization. It can be permanent or created for a year or one-time as needed.
To destroy a seal is to render its clichés completely unusable. Most often this is done by simply cutting it into small pieces with scissors. Metal seals will have to be crushed, sent to an oven or filed. Of course, doing this in a regular office environment is quite difficult, but metal stamps are becoming increasingly rare today. Common rubber clichés are often used. The fact of destruction of the seal is reflected in the act (for a sample, see Example 10), after which the registration data of the act is entered into the Log Book (see in Example 5, the last column “Notes / mark of destruction (date and number of act)”).
If it suddenly turns out that lost the seal, this is reflected in a special act - shown in Example 11. In the Log Book, this fact must be reflected in the last column “Notes / mark of destruction (date and act number)”, then:
- instead of the more usual inscription “Destroyed due to wear and tear (Act dated July 17, 2014 No. 3)”
- “Lost (Act dated 07/07/2014 No. 6)” will be displayed there.
Possible periods of action of the commission and the order for its creation (using the example of an expert commission) are shown in the article “Examination of the value of scientific and technical documentation"
The recipe for drawing up various acts is given in the article “Acts in the office and in the personnel department.” Here you will find: requisite analysis (what is mandatory, what is optional, what is needed in certain cases); possible options designing the text of the act; three samples of fully executed diverse acts.
Sample regulations on seals and stamps
In conclusion, here is an example Regulations on the production, recording, use, storage, destruction of seals and stamps in commercial organization . Each company can create its own based on it, see Example 12.
Document section: Sample documents, Act
Download “Act on the destruction of the organization’s seal”
Source of documents in the “Act” section: http://dogovor-obrazets.ru/sample/Act
ACT N _________ ON THE DESTRUCTION OF THE ORGANIZATION SEAL
Compiled in 2 copies
Seal registered in the register of seals under N ______________, organization: _________________________________________________________ (organizational and legal form
And the name of the organization)
OGRN N ________________________ was destroyed on the basis of a statement from the manager in connection with _______________________________________________ (indicate the reason: change of name,
Organizational and legal form, wear and tear, etc.)
The seal was destroyed by a representative of the organization ________________________________________________________________________________________________ (last name, first name, patronymic)
passport: series _____ No. ___ department code _______________________ (for new passports)
issued by ________________________________________________________________ (by whom, when)
_____________ “___”___________ 200__ (signature)
I confirm the fact of destruction of the seal in my presence, information about the destruction of the seal is entered into the “Register of Seals” database, the application and one copy of the act are attached to archival affairs print.
Representative of MCI ____________ /________/ “___”__________ 200__ (signature)
————————————————————————- IMPRESSIONS OF THE DESTROYED SEAL
———————————-T———————————-¬¦ ¦ ¦¦ ¦ ¦¦ ¦ ¦¦ ¦ ¦¦ ¦ ¦¦ ¦ ¦¦ ¦ ¦¦ ¦ ¦ ¦ ¦ ¦L———————————+————————————
A seal, like any instrument, can wear out, become damaged and become unusable. But you can’t throw it in the trash; today we’ll look at all aspects of destroying seals.
When should an organization's seal be destroyed?
First of all, you need to determine in what case the seal must be destroyed:
- Mechanical damage to cliches
- Mechanical damage to the housing
- Liquidation of the company
- Changes to printed data
- And so on.
How to properly destroy a seal
To destroy a company's seal, you need to draw up a document called an Act of Seal Destruction. For any destroyed seal, you must keep a certificate of destruction of the seal; you can download a sample from the link. In the sample you need to fill in the empty fields and indicate:
- Which employee destroyed the seal (stamp)
- Method of destruction (burning, cutting the latex (polymer part) into small pieces)
- Date and exact time
The document is signed by all members of the commission, usually 3 people. A committee chairman may be appointed, usually a director. The certificate is kept for 10 years.
Form of the act of destruction of the seal
There is no specific form of the act; each company develops it independently; you can use one of the samples presented below or create your own form.
The act of destroying the seal during the liquidation of the company - download
The act of destroying the seal - download
The act of destroying the seal upon liquidation of the company
When closing a company or one of its branches, all seals must also be destroyed so that no one can use them for personal purposes. In this case, the act indicates the reason for destruction “in connection with the liquidation of the company.” You can download a sample act of destruction of seals upon liquidation of a company using the link. It is necessary to destroy all seals and stamps reflected in the seal registration journal, even if their prints are the same; over time, each seal has worn out in its own way and acquired individual characteristics.
Making changes to the register of seals and stamps
After the destruction of seals, it is imperative to indicate this fact in the seal registration log, as well as write down the act number and date of destruction.
Keeping your paperwork in order will help you avoid confusion in documents and problems with the tax authorities.
Download the act of destruction of the IP seal
When destroying the seal of an individual entrepreneur, its own difficulties arise, including who will sign the act of destroying the seal, because this procedure must be carried out by decision of the commission. If your company does not have employees, you can contact the manufacturer for an act of destruction of the seal. It is in their register of seals that information about your registration is reflected. The seal will be destroyed before your eyes, and you will be given a certificate of its destruction. Clients of the Pervopechat company can contact our office for this service.
Destruction of a seal registered in the register
For those entrepreneurs who have registered a seal in the registry, it is important to remember that when any seal is destroyed, the information must be transferred to the appropriate organizations.
- if any details of the enterprise have changed (for example, form of ownership), and the information on the cliche does not correspond to them;
- the print has any defects that make it impossible to use;
- the seal has become unusable over time - its imprint is not clear enough and the text is not readable;
- the enterprise has been reorganized or re-registered, or it has been liquidated.
The destruction procedure is prescribed in normative legal acts municipal and facility level. The destruction of the seal can be done independently or with the help of an agency providing such a service.
In the event of independent liquidation of state-issued clichés, an Order is issued to destroy the official seal, which appoints a commission of at least three people. The commission must include an employee responsible for recording the stamps and seals of the enterprise.
A destroyed seal must be unsuitable for further use and cannot be restored. Depending on the material from which the cliche is made, there are various ways destruction.
Metal seals are cut off crosswise, while polymer and rubber seals are cut or burned. After the procedure, a Certificate is drawn up, which is kept in the organization for ten years.
The document must contain the following information:
- place and time of destruction of the seal;
- grounds for liquidation;
- name and imprint of the seal to be destroyed;
- composition of the commission;
- method of destruction.
The act is signed by all members of the commission. Its contents are free of errors and corrections.
The destruction of official stamps can be entrusted to an agency that provides this service. In this case, you will need to provide the following set of documents:
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- certificate of registration of the organization that owns the seal;
- a completed application form authorizing destruction;
- ID card of the head of the enterprise or his authorized representative;
- a document confirming the absence of debts of the enterprise.
After liquidation of the official seal, the customer is issued a Destruction Certificate, which is registered in accordance with the company’s internal document flow procedures.
Official seals - production from 1400 rubles
Sometimes it happens that a procedure such as destruction or establishment may be required. The reasons may be the following:
- Liquidation of an organization or institution;
- Changes in details (partially or completely);
- Wear or damage to seals and;
In this case you may need -
What needs to be done, and where to start first? First, the head of the organization must issue an Order to liquidate the seal of the institution, which must indicate the reason for making such a decision, then the actions in this regard are prescribed point by point:
- create a commission;
- how it must be destroyed;
- draw up a liquidation act;
- from what date are the old stamp impressions considered invalid;
- from what date are the impressions of the new stamp considered valid (if they are replaced with new stamps);
- who is responsible for what is happening;
Who can recycle stamps
If the seal to be destroyed is one of the stamp stamps, then in most cases this procedure takes place in the Office of Affairs, where it must be submitted with all the relevant documents. If this is an ordinary seal or stamp, then the destruction of this type of stamped product can be carried out by one’s own organization, or with the help of a third-party organization endowed with such powers.
If you decide to destroy the stamp using the services of a third-party organization, then you will need to hand over not only the stamp products themselves, but also required kit documents that may be required from you:
- Statement from the head of the organization regarding the destruction of the stamped item
- Copy of the manager's passport
- A copy of the order on the appointment of a manager, certified by a higher institution (for heads of government organizations)
- A copy of the passport of the employee responsible for the destruction
- Power of attorney for the employee responsible for eliminating the stamp from the head of the institution
- Extract from the Unified State Register of Legal Entities (copy certified by a notary)
- Document confirming payment for the service
If it is more convenient for you to destroy the stamp with the help of your institution, then the procedure is approximately as follows. Based on the Order to destroy the stamp, the head of the organization creates a special commission, which is obliged to physically destroy the cliche and all components of the stamp product in order to prevent its further restoration and use. Next, the commission draws up an act of destruction, which is subsequently also approved by the signature of the head of the institution.
Certificate of disposal of the organization's seal
After the appointed commission has liquidated the stamped items, it is necessary to draw up a document confirming this fact. Such a document is the Print Recycling Certificate. It must contain:
- composition of the recycling commission
- place and time
- on what basis did this action take place?
- name and sample imprint of the organization's recycled seal
- method of destruction (rubber clichés are usually cut into small pieces and burned, and metal ones are sawed off)
- conclusion of the commission on bringing the seal into a condition that is guaranteed to exclude its restoration and further use
- signatures of all commission members
The act serves as the basis for making a corresponding entry in the institution’s Stamp Products Logbook, where the date and number of the disposal act, as well as the reason for which the procedure was carried out, are indicated in a certain column. The act is kept together with the journal in order to avoid disputes and misunderstandings regarding the impressions of old stamps.
Of course, if you choose our company regarding the disposal/destruction of an organization’s seal, we will be able to do it professionally, competently and quickly, without losing sight of anything. All you have to do is obtain documents confirming the fact of destruction of your old stamp product.