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Common seal is no longer mandated in Singapore

The procedures laid down in Section 41B and 41C of the Companies Act 1967 envisaged execution of documents by companies without using a common seal. Therefore, a document executed either by at least 2 directors, or a director and a secretary, or a director of the company in the presence of a witness who attests the signature is considered to have the same effect as a document executed with a common seal.

In case a seal is required by a specific law or rule, a document signed according the above mentioned provision will still satisfy such law or rule.

Considering the use of common seal in Singapore has been phased out, companies may:

  • Refrain from the affixation of its common seal on documents it intends to execute in its resolutions;
  • Amend its constitution to remove the requirement to use a common seal.