Pearson & Partners Korea Blog

Of everything a new Korean entity has to set up, the corporate seal is the item most likely to be treated as an afterthought and the one that causes the most trouble when it is. It is registered at the same time as the company itself, it stands in for the representative director’s signature on nearly everything that follows, and losing track of it mid-year is a genuinely disruptive problem rather than a paperwork inconvenience.

This guide covers what the seal does, how it gets registered, the certificate and card that go with it, the increasingly common practice of using a second seal day to day, and what to do if the registered one is lost or stolen.

What the corporate seal actually does

The corporate seal (법인인감, also called 법인도장) is an engraved stamp registered with the court registry at incorporation. Once registered, affixing it to a document carries the same legal weight as the representative director’s signature. It is used on contracts, lease agreements, board and shareholder resolutions, and government filings, and it is one of the documents a bank will ask for when opening a corporate account, alongside the business registration certificate.

It is easy to treat this as a formality on the long list of incorporation steps. In practice, it is closer to a second company signature that has to be physically secured, and treating it that casually is how companies end up with avoidable delays later.

Registering the seal at incorporation

Documents needed

Seal registration is filed alongside the rest of the incorporation package, using a Corporate Seal Registration Form (법인인감신고서) submitted with the articles of incorporation, the corporate registration documents, and the physical seal itself. For a full rundown of what accompanies this on the foreign-investor side, see our complete list of parent company documents for a Korea entity.

Registering by proxy as a foreign director

A foreign representative director does not need to be in Korea to register the seal. A local proxy can file on the director’s behalf using a notarized and apostilled power of attorney that specifically authorizes the seal registration, the same standard that applies to other incorporation filings handled remotely. The seal itself still has to physically exist and be submitted with the filing, so this is typically coordinated through the local representative or the firm handling the registration.

The seal certificate and seal card

Once the seal is registered, the registry issues a Seal Registration Card (인감카드) tied to a PIN. That card and PIN are what let you request a Seal Certificate (법인인감증명서) at a registry office, for a nominal government fee. The certificate confirms that a given seal impression matches the one on file, and major contracts and bank filings often require the certificate to accompany the sealed document, not just the seal impression on its own.

Treat the seal card the way you would treat a second factor on a bank account: it is what makes the certificate issuable, and it should be held by someone the company trusts to control it, not left in a shared drawer.

The registered seal vs. the “used seal” (사용인감)

Many companies, once they are past incorporation, register a second, separate seal for routine day-to-day use rather than putting the primary registered seal on every invoice, minor contract and internal document. This secondary seal is called a 사용인감 (“used seal”), and its use for a specific purpose is authorized through a document called a 사용인감계, which effectively tells a counterparty that this particular stamp is recognized as valid for this particular transaction even though it is not the one on file at the registry.

The logic is straightforward: the registered seal only needs to come out for the documents that actually require the certificate, which reduces both the wear on the physical stamp and the number of people and situations where it needs to be accessible. For a company issuing regular invoices or signing routine vendor agreements, this is worth setting up early rather than defaulting to using the registered seal for everything.

Electronic signatures: the alternative that’s gaining ground

Electronic signatures are legally recognized in Korea under the Digital Signature Act and the Framework Act on Electronic Documents and Transactions, and a corporate digital certificate (법인 공동인증서) is increasingly used alongside, and in some filings instead of, the physical seal. Minutes of shareholder and board meetings, in particular, can generally be executed electronically.

That said, the shift is gradual rather than complete. Certain categories of document, including real estate transactions and other high-formality filings, still rely on the physical seal and certificate in practice, and the registry and banking processes described above remain built around it. A new entity should plan to register and use the physical seal as described here, while taking advantage of electronic signing where a counterparty or process already accepts it.

If the seal is lost or stolen

Because the registered seal carries the legal weight of the representative director’s signature, a lost or stolen seal is a real exposure, not just an inconvenience: a counterfeit or recovered seal can in principle be used on a fraudulent document until the registration is formally cancelled. If the seal or the seal card goes missing, the priority is to report it and have the existing registration invalidated at the registry as quickly as possible, then register a replacement seal through the same process used at incorporation. Keep a record of exactly when the loss occurred, since that timeline can matter if a disputed document surfaces later.

Keeping the seal secure day to day

• Limit who holds the registered seal and the seal card to a small, specific set of people, rather than leaving them accessible to the whole office
• Set up a 사용인감 for routine documents so the registered seal is reserved for transactions that genuinely need the certificate
• Store the seal and the card separately from each other where practical, since together they are what makes a certificate issuable
• Know the cancellation and reissue process before you need it, rather than researching it for the first time after a loss

Several of these steps connect directly to other parts of the registration sequence. The seal certificate is one of the items a bank will check during account opening, which our guide to opening a Korea corporate bank account as a foreign company covers in more detail, and the power of attorney used for proxy seal registration is the same instrument discussed in our piece on choosing between a branch office and a subsidiary.

Official information on corporate registry procedures, including seal registration, is available through the Supreme Court’s Internet Registry Office (iros.go.kr), and general foreign investment guidance through Invest KOREA (KOTRA).

Frequently asked questions

Work with Pearson & Partners Korea

Pearson & Partners Korea handles corporate seal registration as part of company and branch registration, alongside tax and accounting, employer of record services, visas, and corporate bank account opening. We coordinate seal registration by proxy where a representative director cannot be in Korea, and help set up the secondary seal arrangement so the registered seal isn’t handled more than it needs to be.

Reach us at pearsonkorea.com/contactus or on 02 6952 7579. Our offices are at WTC Trade Tower, 30F, 511 Yeongdong-daero, Gangnam-gu, Seoul.

For the full registration sequence, see our complete guide to Korea business registration.

This article is provided for general information only and does not constitute legal advice. Seal registration, certificate, and reissuance procedures are administered by the court registry and can change; confirm current requirements with a qualified adviser or the registry before acting.

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