Create a Signature for Your Hong Kong Company
In the world of corporate governance, how a company “signs” its documents matters. If you are running a Hong Kong company, you have likely come across the terms “Company Stamp“ (often called a “Company Chop”) and “Corporate Seal”.
While these tools have traditionally served as the official signatures of a business, legal updates under the Hong Kong Companies Ordinance have changed how they are used.
Here is guide on the functions of a company stamp and corporate seal, and whether your business actually needs them.
The Company Stamp (The “Company Chop”)
The company stamp is a rubber or self-inking stamp that features the company’s official registered name (often both in English and Chinese) and its registration number.
- Function: It acts as a day-to-day signature for the business. When executing documents, an authorized person (such as a Director or the Company Secretary) signs their name next to or over this stamp.
- Common Uses: Signing commercial contracts, invoices, purchase orders, official letters, and receipts.
- Is it mandatory? While not strictly required to validate every single contract under modern law, having a company stamp remains a standard and highly expected business practice in Hong Kong and across Asia. Many local banks, government departments, and suppliers will still request a “company chop” on physical paperwork to verify authenticity.
The Corporate Seal (The Common Seal)
The corporate seal is a metallic device that physically embosses or imprints the company’s registered name onto a document, leaving a raised, permanent mark.
- Function: Historically, the Common Seal was the ultimate, legally binding signature of the corporation, used for the most formal and high-level legal documents.
- Common Uses: Executing deeds, issuing share certificates, or authenticating major property transactions.
- Is it mandatory? No. Under the current Hong Kong Companies Ordinance, the adoption and use of a Common Seal is completely optional. A company can choose whether or not to have one.
How to execute deeds without a seal: A Hong Kong company can legally execute a formal deed simply by having it signed by its authorized directors (either by two directors, or by one director and the company secretary) with a clear statement that it is being executed as a deed.
Summary Comparison: Stamp vs. Seal
| Feature | Company Stamp (Chop) | Corporate Seal (Common Seal) |
|---|---|---|
| Form | Rubber or self-inking ink stamp. | Metallic embossing device. |
| Legal Status | Highly recommended for daily business. | Optional under the Companies Ordinance. |
| Primary Use | Invoices, receipts, everyday contracts. | Deeds, share certificates (if adopted). |
| Authentication | Accompanied by an authorized signature. | Leaves a raised imprint on the paper. |
Setting Up Your Company Signature with Startupr
Whether you choose to stick to modern digital/written signatures or prefer the added layer of traditional corporate credibility, managing your company’s compliance is our priority.
At Startupr Hong Kong Limited, we help you navigate all aspects of company secretarial maintenance and corporate governance. We ensure your official company documents are handled efficiently and in full compliance with the Registry.
Looking to incorporate a new company or update your corporate governance tools? Contact the Startupr team today for expert guidance.