In Indonesia, as is the case in many other countries, company seals and rubber stamps serve as a marker of the official status of the documents of a company. Therefore, company seals and rubber stamps are never to be taken lightly by anyone connected to the company in question.
To characterize documents as legitimate, authorities use seals and stamps. Seals leave an embossed or elevated printout on paper in the form of a watermark to prevent falsification. They can also be generated by computer. The signature and originality of a document with an inked symbol or identification are validated by stamps. The type of document involved and any relevant laws determine whether a seal, stamp, both, or neither will be used.
A company seal is an official seal used by a company. It is often referred to as a corporate seal or a common seal. Traditionally, it was of certain legal importance because it implied the official actions of the company, whereas if the document was simply signed by the director, it was considered by the agents of a company to be an act on behalf of the company subject to restrictions or limitations applicable under the ordinary laws of the agency. Common seals come with different types of designs, colors, shapes, and sizes; they can also be customized. In Indonesia, it usually takes around three to five working days to collect the common seal. Seals with more complicated designs take approximately a week to be completed.
The company seal should be limited to a minimum of only very important transactions or documents. Thus, the use of the company seal should be reduced. For example, the company seal should not be used for all business activities such as approval of minutes of meetings, simple seller agreements, service level agreements, and the like.
Those who set up an Indonesian company must consider whether they genuinely need a company seal. Although company seals are optional, there will nevertheless be times when a company seal is required. Such instances include dealings related to government documents, utilities or telephone bills, and messaging companies which require an official firm stamp for authorization purposes.
The Power of The Seal
Although signatures have diminished the power of the seal, company seals remain an official element of many companies.
In Indonesia, a company is regarded as a separate entity, and the seal acts as the company’s signature. A company seal is required for legal or official documents derived from a company. Without the company seal affixed to certain documents, no individual could allow certain corporate acts.
The company seal had historically been important for the validation and authenticity of documents. The paper seal was the commitment of the company to the contract or act. Documents signed by the managers alone could have been legally interpreted as an act performed by the individual on behalf of the company.
However, corporate seals are losing the importance that they were once given. The importance of the seal has recently been reduced and limited to very few cases. For example, for board resolutions, the company seal is required. A board resolution is invalid without the company seal. However, instead of seals, laws are beginning to recognize as binding the signature of individuals with effective authority. Such individuals include managers and authorized signatories.
Although an Indonesian company is regarded as a legal entity of its own, the company must do what is stated in its articles of association through its managing director, board of directors, or any duly licensed person. If a company acts in its name and shows that the company is acting, the related document is to contain the seal of the company and be signed by a competent authority designated by the management board by means of a decision passed by the board of directors
The company is therefore bound by all acts under the company’s authorized signatures and a common seal. With regard to documents and contracts, the affixation of the common seal of the company binds the company. Certain documents and agreements are not valid and binding unless a company seal is attached.
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There are three varieties of rubber stamps which exist in Indonesia. The three varieties of rubber stamps are the traditional type, rubber self-inking, and pre-inking rubber stamps.
Rubber stamps have been used for over 100 years. However, in their earliest form, rubber stamps were made of wood. The self-incorporated rubber stamp of today is made of plastic as well as certain heavy–duty materials. Light burst technology and laser sculpture fabric have recently also been utilized to generate these official stamps which may generate over 50,000 imitations without the need to reinclude them. Most of these stamps are used to mark envelopes, company credentials, and letters of business. It is much simpler and less time-consuming to use these office supplies than it is to use other methods.
How a Rubber Stamp Differs from a Common Seal
In administrative terms, the stamp serves mainly as a document mark for authentication. An auxiliary postmark or stamp may be employed simply to have the role of easing the sorting and marking documents. The stamp may also have an mailing address or an image with the official business inscription. Dozens of stamps may be present in a larger system. A stamp is a formal signature that no business enterprise or enterprise can prevent. The stamp is official and relevant documents have no legal value without it. It is to be used in several formal forms.
Notarized documents usually have the personalized stamp of the notary so that they can be photocopied. Relevant authorities provide notary and professional stamp information. The option to use a stamp or a digital version of its seals is often offered by engineers and other licensed professionals.
Rubber stamps in Indonesia can be found in various colours. Black, blue, and red are the most common colors used by companies. Black ink tends to be the most common, so it may be advisable to use a different color.
Rubber stamps are washable and refillable. They are easy to use and transport. Those who buy one do not have to purchase an ink pad because one will usually be supplied.
Company seals are usually used to certify that a document is credible or authentic. Seals are made of rubber engraving and polymers. They tend to have very few letters and symbols. They are extremely practical because the handle is made of plastic and ink is padded inside the seal itself. Those who buy a seal can choose its color. These seals can be used very easily, and they leave a lasting impact. Company seals are not only easy to use, but easy to transport as well. They provide a safe form of business and transaction authentication.
In Indonesia, it is not only companies which use seals. Government agencies also use seals as legal documents to certify essential records. These records may include birth certificates, marriage certificates, and death certificates. whereas university registrars insert official transcripts on a school seal. According to the law, in order to comply with regulations, engineers, architects, land surveyors, and landscape architects must seal and sign plans and drawings.
Situations in Which Company Seals Are Used
Some common applications for corporate seals to be used in Indonesia include the following:
- Company resolutions
- Property transfers
- Land contracts
- Credit documents, mortgages, and guarantees
- Occasions during which a document is to be used outside the country
- Documents to be validated as deeds (unlike a simple contract)
- Company documents such as certificates of shares
- Documents which contain information to be communicated which the law mandates. The country’s company law requires the registration number of the company to be visible on every type of document issued by the company. A letterhead or a seal that contains this data may be used.
Situation in Which Rubber Stamps Are Used
Different business sectors use rubber stamps to provide authentication. Thus, for certain companies, a rubber stamp is a necessary tool for important documents. The company name, address, telephone number, and website will generally appear on the stamp. Stamp formats of different kinds allow for the inclusion of certain information, graphics, and colours. However, most companies tend to choose a basic, black–and–white format for greater clarity.
With the use of these crucial stamps, the importance of a professional document is increased. However, these stamps have recently depreciated in importance because paperwork has been replaced by computerized documents. However, many businesses in Indonesia still choose to use rubber stamps. Consequently, the stamps for notarial purposes, signatures, and other special purposes are now created in a distinct manner. In order to be considered legal, numerous Indonesian official documents have to be appended with a blue stamp known as a meterai. If a person does not include the signature of the person in the stamp, then it is not lawful to sign the stamp. The post office service of Meterai (Kantor Pos), each of which costs 6,000 rupiah, has been available since June 2011.
Anyone, whether an Indonesian citizen or a foreigner, can validate documents by using a meterai. A meterai can also be used for personal documents such as personal loan promissory notes.
Some of the documents which require a rubber stamp include the following:
- Bank transactions such as deposit purchase certificates, promissory bills, loan contracts, and loan agreements
- Financial agreements such as private loans
- Contracts for insurance
- Land trading documents
- Agreement letters
- Notary deeds
- Receipts and taxes
- Letter statements
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Company Seals and Rubber Stamps in Indonesia FAQs
Indonesian company laws recognize all of the country’s companies as separate entities. This is true of companies of any type of business entity.
The price of the meterai has not changed since its introduction. It has remained constant at 6,000 rupiah. However, there are rumors that it might increase to 10,000 rupiah soon.
Not every document requires a company seal. Similarly, not every document requires a rubber stamp. Therefore, although such cases are rare, certain documents require neither.