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RobertR1 (South Carolina)
Posts: 5,164
Posted:
To all,
I use a question mark above becauise I am not sure if this has been hashed over.

A poster mentioned "Corporate Seal".

I know our documents require one, and I bet all condo in SC do by state statute. I know we don't have one, don't know if we ever did. Is the corporate seal to be afixed on contract or documents chanbes or what? Is there a Corporate Police that may appear and throw us all in the Slammer?

Does anyone recall this being mentioned? I will search site hewre.
GeorgerwilliamsW (Indiana)
Posts: 975
Posted:
A corporate seal is an outmoded means of certifying the authenticity of documents. Typically, the corporate secretary was the keeper of the seal, and would use it to authenticate documents, such as contracts. It was a holdover from the days when people could not read, and used impressed wax with a symbol to designate that the document was the original.

Some states still require a notary seal (now generally rubber stamp with signature, but sometimes embossed), or an engineer's or architect's seal, but that is fading, I believe.

Check your state corporate statutes to determine if one is required in your state. Most states (probably all) following the uniform commercial code do not require that corporate documents be sealed.

Today, only the signature of the designated corporate officers is required. The president or treasurer signs, the secretary attests.

I don't even believe a corporate seal is required any more on stock or bond certificates, or on deeds. However, many still have them.

Often you will see a document signed under seal, meaning that the signature of the appropriate officer substitutes for the seal.

On the other hand, they are neat and sometimes useful to make documents and certificate appear to be formal.

If your association invests in a seal, you have too much money floating around, unless you like to present fancy certificates.
RobertR1 (South Carolina)
Posts: 5,164
Posted:
Neato George, thanks.
Personally, I would like to see our Condo have a letterhead with our stylized Logo we had an arist draw up for free, and had that sandblasted onto a Plastic wood (sic) large sign that sits at entrance.

I did search Corporatew Seal on this site and although what came up was really intereesting it dealt with Reserve funds and Terminating or changing C/M companies.

Now that I have your attention, how about this one from our documents:

Section 4. Conveyance by Warranty Deed. All conveyances of title of any Condominium Unit shall be by general warranty deed and the recording of a deed by a grantee shall signify the acceptance by the grantee to fully abide by all the terms, conditions and covenants of the Condominium Documents as may be amended from time to time.

I have received many different explanations on this clause, it remains confusing, and as far as anyone wants to deal with it here, it sort of appears to be one of those "let sleeping dogs lie", and forget it. It still remains after we changed our documents in 05, and I was in on the meeting with attorney, that was supposed to be a line by line review of the Master Deed and by-laws. But, that process is another story.
MaryA1 (Arizona)
Posts: 7,043
Posted:
Quote:
Posted By RobertR1 on 01/10/2009 5:24 AM
Neato George, thanks.
Personally, I would like to see our Condo have a letterhead with our stylized Logo we had an arist draw up for free, and had that sandblasted onto a Plastic wood (sic) large sign that sits at entrance.

I did search Corporatew Seal on this site and although what came up was really intereesting it dealt with Reserve funds and Terminating or changing C/M companies.

Now that I have your attention, how about this one from our documents:

Section 4. Conveyance by Warranty Deed. All conveyances of title of any Condominium Unit shall be by general warranty deed and the recording of a deed by a grantee shall signify the acceptance by the grantee to fully abide by all the terms, conditions and covenants of the Condominium Documents as may be amended from time to time.

I have received many different explanations on this clause, it remains confusing, and as far as anyone wants to deal with it here, it sort of appears to be one of those "let sleeping dogs lie", and forget it. It still remains after we changed our documents in 05, and I was in on the meeting with attorney, that was supposed to be a line by line review of the Master Deed and by-laws. But, that process is another story.

Robert,

All this clause does is reiterate the fact that the covenants "run-with-the-land", meaning they are passed on to succeeding owners. Also, an owner does not have to formally recieve a copy of the covenants to accept them, the fact that they have purchased the property (recorded the deed) means they accept the covenants. I'm sure you're heard HOA members say, "I never accepted this contract (the covenants), in fact I didn't even see them until after we closed." Well, that's legal; they are still a member of the HOA and must abide by the covenants.
JohnK3 (Pennsylvania)
Posts: 967
Posted:
Cannot resist. From our Update 5 re: the handoff from our former PM:

>>>The Board met on 10 Mar 08 to review (and cull) two large boxes, approximately 70 lbs. of (mostly) ephemera handed over to us by Xxx, and to discuss our current state of affairs and the road ahead. The corporate seal was included in one of the boxes. We’re keeping it in a bathtub for now, but thinking of releasing it into Pond 1 when the weather warms up.<<<

Note to George: It's been awhile since I purchased one of those incorporation kits peddled in legal magazines (like for using if you're setting up a Sub-S), but I'm pretty sure they still include a sealer. We've only used it once - when we gave our bank our docs when setting up our accounts - but yeah, it sure does make things look "official."

Our VP told me one of our Members asked him whose bathtub it was in and what we fed it. Not sure if he made that up and was just yanking my chain. But knowing the quoted Member...
RobertR1 (South Carolina)
Posts: 5,164
Posted:
John.........LOL
I also can't resist.

When you were asked what you fed it, you didn't by any change tell them huge piles of BS that each individual associations generates. If I ever find ours, I will put it in a crab trap, throw it in the ocean, I am sure I will collect a fine catch of Stone crabs off our rock revetment.
RobertR1 (South Carolina)
Posts: 5,164
Posted:
Mary,
Thanks for the input.
Care to comment about "General Warranty Deed."
I suspect this term is non specific, at least in this instance.

When I happened to look at court records of some of the deed information concerning purchases of property, some of the attachments, nomenclature, conditions and riders, and mortgage rates, seem to range far and wide. I just wondered if the requirement in our documents specifying "General Warranty Deed" is significant.
DonaldM3 (South Carolina)
Posts: 132
Posted:
Robert,

In SC, there are three types of deeds:
1. Warranty Deed
2. Special Warranty Deed and
3. Quitclaim Deed

A “Warranty Deed” is sometimes called a “General Warranty Deed” and is the strongest deed you can receive. A “Special Warranty Deed” is sometimes called a “Limited Warrant Deed” and only warrants that the property was not encumbered during the time the grantor held title. A “ Quitclaim Deed” is the weakest deed you can give or receive; it in effects indicates, “I do not know if I have any interest in this property or not; however, if I do, I quit my claim to it. The most common deed given for residential real estate sales is, of course, the "General Warranty Deed".
DwightT (Idaho)
Posts: 664
Posted:
Quote:
Posted By GeorgerwilliamsW on 01/10/2009 4:35 AM

On the other hand, they are neat and sometimes useful to make documents and certificate appear to be formal.

These days about the only time I see an embossed "document" is in junk mail and the contents are along the lines of an "Official Purchase Authorization Certificate". Any such documentation is promptly filed and treated with all appropriate respect (shredded before reading).
RobertR1 (South Carolina)
Posts: 5,164
Posted:
Donald, Thanks a lot,

Big help to me.
Now, check me to see if I can connect the dots.

As long as the property has a clear deed, the deed that is recorded in the Court House will be General Warranty?

Question?
In a condo, are there two kinds of property that have deeds, the deed of the right to occupy a certain space (owners deed), and the deed of the Common Property? (The deed that the owners hold in common)??? I think I am getting my terms mixed up, but, maybe you can straighten me out. I can see where the apportionment will be the same given an owners deed or a common property deed, if there is such a thing.

I do thank you for clearing this General Warranty Deed up.

MicheleD (Kentucky)
Posts: 4,491
Posted:
I guess I'm a throw back!

We had a "corporate seal" made several years ago.

They are pretty cheap. I think ours was like $13 or $18, something like that.

There were several reasons for doing this, but one was because some residents were getting nasty notes to take care of alleged infractions and were contacting us all bent out of shape because of the way they were worded, etc. Some of these letters were very good HOA letterhead "counterfeits."

The bad news was, we didn't send the letters!

These days it's really easy to replicate letterhead. If you've ever received a letter from the HOA, you can do it with little problem.

So . . . we had a corporate seal made.

Now, whenever we send any violation notices or notices to file liens, etc, we affix the corporate seal.

Now we have very very few instances or attempts at counterfeit HOA letters.

The Corporate Seal does not have to contain a formal logo, though if you have one, it can. Ours is very simple. It has the words "corporate seal" raised in the center of the circle. Then on the outer rim it has our HOA name at the top of the "arch" and "Louisville, KY" on the bottom.

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