Corporate Seal Requirements & Documenting Sole Proprietorships
Answers by John Burnett and Mary Beth Guard, BOL Gurus
QUESTION: Is a corporate seal required on a corporate resolution to be valid? Are there any required documents for sole proprietorship accounts?
ANSWER by John Burnett: BIO AND CONTACT INFO In many jurisdictions, a corporate seal is usually only required if an item is to be recorded. For other uses, it's often superfluous.
As for sole proprietorships, I know of banks who require that the owner provide some form of proof that his/her use of a tradestyle (business name other than personal name) is authorized. A "business certificate" may be what you're looking for. This also gives you some assurance (but not a guarantee, obviously) that the business is actually operating legally.
If the proprietor is operating a business that requires a state license (pipefitter, home improvement contractor, beautician, PA, etc.), you could also ask for a copy of the license.
ANSWER by Mary Beth Guard: BIO AND CONTACT INFO
Some states have amended their coporation statutes to make it optional, rather than mandatory, for a corporation to adopt a corporate seal. You need to find out from your institution's counsel whether your state makes corporate seals optional and, if so, how the option would be expressed. Then, you need to determine, for any given corporate customer, whether they did or did not adopt a seal. If they did adopt a seal, it should typically be affixed to official documents, such as resolutions.
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