Employment contract (relationship)

with the manager

Labor legislation Russian Federation reasonably determines the head of the organization as special type hired worker. The reason for this separation is the specificity of the manager’s labor function, which is to manage the organization, as well as represent the interests of the organization in relations with third parties.

In the article we will consider the features of labor relations with the head of the organization.

The specifics of regulating the work of the head of an organization are regulated by Chapter 43 of the Labor Code of the Russian Federation (hereinafter referred to as the Labor Code of the Russian Federation).

According to Article 273 of the Labor Code of the Russian Federation, the head of an organization is individual, which, in accordance with the Labor Code of the Russian Federation, other federal laws and other regulatory legal acts of the Russian Federation, laws and other regulatory legal acts of the constituent entities of the Russian Federation, regulatory legal acts of local government bodies, constituent documents of a legal entity (organization) and local regulatory acts, manages this organization, including performing the functions of its sole executive body.

The same article determines that the norms of Chapter 43 of the Labor Code of the Russian Federation apply to heads of organizations regardless of their organizational and legal forms and forms of ownership, with the exception of those cases when:

– the head of the organization is the only participant (founder), member of the organization, owner of its property;

– the organization is managed under an agreement with another organization (managing organization) or an individual entrepreneur (manager).

Thus, the norms of Chapter 43 of the Labor Code of the Russian Federation do not apply, in particular, to the head of an organization, who is the only participant (founder), member of the organization, owner of its property. In this regard, the question arises: is it possible to conclude an employment contract with such a manager? In order to answer, let us turn to the letter of Rostrud dated March 6, 2013 No. 177-6-1. The letter states that the basis of the norm of Article 273 of the Labor Code of the Russian Federation is the impossibility of concluding an agreement with oneself, since signing an employment contract by the same person on behalf of the employee and on behalf of the employer is not allowed. A similar point of view was expressed in the letter of the Ministry of Health and Social Development of Russia dated August 18, 2009 No. 22-2-3199 and in the letter of Rostrud dated December 28, 2006 No. 2262-6-1.

Let us note that Rostrud specialists in letter dated March 6, 2013 No. 177-6-1 also explain that the parties to the labor relationship are the employee and the employer.

An employee is an individual who has entered into an employment relationship with an employer. An employer is an individual or legal entity (organization) that has entered into an employment relationship with an employee.

An employment contract is an agreement between an employer and an employee, that is, a bilateral act. If one of the parties to the employment contract is absent, it cannot be concluded.

Thus, labor legislation does not apply to the relations of the sole participant of the company with the company established by him.

The only participant in the company in this situation must, by his decision, assume the functions of the sole executive body - director, general director, president, and so on. In this case, management activities are carried out without concluding any contract, including an employment contract.

Legal basis for regulating the work of the head of an organization

Based on Article 274 of the Labor Code of the Russian Federation, the rights and obligations of the head of an organization in the field of labor relations are determined by the Labor Code of the Russian Federation, other federal laws and other regulatory legal acts of the Russian Federation, laws and other regulatory legal acts of the constituent entities of the Russian Federation, regulatory legal acts of local governments, constituent documents of the organization , local regulations, employment contract.

Concluding an employment contract with the manager

organizations

To begin with, we note that an employment contract with the head of an organization can be concluded for either an indefinite or a specific period (fixed-term employment contract). If a fixed-term employment contract is concluded with the manager, then its validity period on the basis of Article 275 of the Labor Code of the Russian Federation is determined by the constituent documents of the organization or by agreement of the parties. Note that the validity period, as well as the circumstances (reasons) that are the basis for concluding an agreement for a certain period, according to Part 2 of Article 57 of the Labor Code of the Russian Federation, must be indicated in the employment contract.

Labor legislation and other regulatory legal acts containing labor law norms, or the constituent documents of an organization, may establish procedures prior to concluding an employment contract with the head of the organization (conducting a competition, election or appointment to a position, etc.). This is stated in Part 2 of Article 275 of the Labor Code of the Russian Federation.

So, for example, in relation to the head of a unitary enterprise, it is established that he is appointed as the owner of the property of this enterprise. This is indicated by Article 21 of the Federal Law of November 14, 2002 No. 161-FZ “On State and Municipal Unitary Enterprises” (hereinafter referred to as Law No. 161-FZ). Let us note that the appointment of heads of federal state unitary enterprises is carried out on a competitive basis, which follows from paragraph 3 of Resolution of the Government of the Russian Federation of March 16, 2000 No. 234 “On the procedure for concluding employment contracts and certification of heads of federal state unitary enterprises” (hereinafter referred to as Resolution No. 234 ). The procedure for holding a competition to fill the position of head of a federal state unitary enterprise, the conditions for participation in it, the procedure for determining the winner of the competition are established by the Regulations approved by Resolution No. 234. The specified procedure for appointing managers does not apply to federal state unitary enterprises included in the List, which is approved by the Order of the Government of the Russian Federation Federation dated June 20, 2011 No. 1060-r “On approval of the list of federal state unitary enterprises in respect of which a special procedure for making decisions by federal executive authorities has been established.”

The sole executive body of a limited liability company (general director, president) is elected by the general meeting of the company's participants, if the company's charter does not fall within the competence of the board of directors (supervisory board) of the company (Article 40 of the Federal Law of February 8, 1998 No. 14-FZ "On Limited Liability Companies" (hereinafter referred to as Law No. 14-FZ)).

The sole executive body of a joint-stock company (director, general director) is elected by the general meeting of the company, if the charter of the joint-stock company does not include the resolution of these issues within the competence of the board of directors (supervisory board) of the company (Article 69 of the Federal Law of December 26, 1995 No. 208-FZ "On joint stock companies" (hereinafter referred to as Law No. 208-FZ)).

It should be said that in the general case, an employment contract with a manager is concluded on the basis of an independently developed contract form containing all the requirements established by Article 57 and Chapter 43 of the Labor Code of the Russian Federation.

However, an employment contract with the head of a state (municipal) institution, in accordance with Part 3 of Article 275 of the Labor Code of the Russian Federation, must be concluded on the basis of a standard form of an employment contract approved by the Government of the Russian Federation, taking into account the opinion of the Russian Tripartite Commission for the Regulation of Social and Labor Relations. Let us note that today this standard form is approved by Decree of the Government of the Russian Federation dated April 12, 2013 No. 329 “On the standard form of an employment contract with the head of a state (municipal) institution.”

Note that in order to conclude an employment contract with a manager, a federal state unitary enterprise can take as a basis the employment contract form developed by the Ministry of Economic Development of Russia in Order No. 49 of March 2, 2005 “On approval of a model employment contract with the Head of a federal state unitary enterprise.”

Despite the special status of the head of the organization, when concluding an employment contract, it is necessary to comply with the requirements of the law, which apply to all employees, regardless of their position.

Article 65 of the Labor Code of the Russian Federation establishes that when applying for a job, an employee must present certain documents (passport, work book, etc.).

In addition, if a citizen applies for (applies to) the position of head of a state (municipal) institution, he is obliged to provide information about his income, property and property-related obligations, as well as information about the income, property and property-related obligations of his spouse and minor children. This is indicated by part 4 of article 275 of the Labor Code of the Russian Federation.

Please note that the hired head of a state (municipal) institution is required to submit this information annually in the future.

The procedure for submitting such information is approved by the Government of the Russian Federation, a regulatory legal act of a constituent entity of the Russian Federation or a local government body, depending on the authority of the institution in which the citizen enters the position of manager (in which the citizen, as a manager, is hired).

Please note that today the procedure for a citizen applying for a job as the head of a federal government agency, as well as the head of a federal government agency, to submit information about their income, property and property-related obligations and about the income, property and property-related obligations of their spouse (spouses) and minor children is established by the Rules approved by Decree of the Government of the Russian Federation dated March 13, 2013 No. 208 “On approval of the Rules for the submission by a person applying for a job as the head of a federal state institution, as well as the head of a federal state institution, information about his income, property and property-related obligations and about income, property and property-related obligations of their spouse and minor children.”

Part-time work of the head of an organization

According to Article 276 of the Labor Code of the Russian Federation, the head of an organization can work part-time for another employer, but only with the permission of the authorized body of the legal entity or the owner of the organization’s property, or a person (body) authorized by the owner.

So, for example, paragraph 3 of Article 69 of Law 208-FZ states that the combination of positions in the management bodies of other organizations by a person performing the functions of the sole executive body of the company (director, general director) is allowed only with the consent of the board of directors (supervisory board) of the company. Note that combination in this case, on the basis of Article 60.1 of the Labor Code of the Russian Federation, is considered as part-time work, since working for another employer is one of the signs of external part-time work.

Please note that permission to work part-time with another employer must be secured by the organization either in the organization’s charter or in the manager’s employment contract, which is signed by an authorized person.

The organization's charter may establish a ban on carrying out paid activities in other organizations. For example, by virtue of paragraph 2 of Article 21 of Law No. 161-FZ, the heads of a unitary enterprise do not have the right to engage in other paid activities in government bodies, local government bodies, commercial and non-profit organizations, except for teaching, scientific and other creative activities.

Please note that the head of an organization cannot be a member of the bodies exercising supervisory and control functions in this organization.

Financial responsibility of the head of the organization

The head of the organization bears full financial responsibility for direct actual damage caused to the organization, which follows from Article 277 of the Labor Code of the Russian Federation. Let us remind you that direct actual damage is understood as a real decrease in the employer’s available property or deterioration in the condition of said property (including property of third parties located at the employer, if the employer is responsible for the safety of this property), as well as the need for the employer to make expenses or unnecessary payments for the acquisition, restoration of property or for compensation for damage caused by the employee to third parties (Article 238 of the Labor Code of the Russian Federation).

Please note that the full financial liability of the head of the organization for damage caused to the organization occurs by force of law, therefore the employer has the right to demand compensation for damage in full, regardless of whether the employment contract with this person contains a condition for full financial liability or not. This is indicated by paragraph 9 of the resolution of the Plenum Supreme Court Russian Federation dated November 16, 2006 No. 52 “On the application by courts of legislation regulating the financial liability of employees for damage caused to the employer.”

In this connection, the condition of full financial responsibility can be included in the manager’s employment contract as informational information.

It should be noted that the employer does not need to additionally conclude an agreement with the manager on full individual financial responsibility, since his responsibility is provided for when performing the functions of the sole executive body.

In accordance with Part 2 of Article 277 of the Labor Code of the Russian Federation, in cases provided for by federal laws, the head of an organization compensates the organization for losses that he caused through guilty actions.

Thus, the obligation to compensate for losses caused by guilty actions (inaction) is assigned, in particular, to the sole executive body of a joint-stock company (Article 71 of Law No. 208-FZ), the sole executive body of a limited liability company (Article 44 of Law No. 14-FZ) .

In this case, the calculation of losses is carried out in accordance with the norms provided for in Article 15 of the Civil Code of the Russian Federation.

Additional grounds for termination

employment contract with the head of the organization

In addition to the grounds provided for by the Labor Code of the Russian Federation and other federal laws, an employment contract with the head of an organization, in accordance with Article 278 of the Labor Code of the Russian Federation, is terminated on the following grounds:

1) in connection with the removal from office of the head of the organization - the debtor in accordance with the legislation on insolvency (bankruptcy).

The procedure for removing the head of the debtor from office is regulated by Article 69 of Federal Law No. 127-FZ of October 26, 2002 “On Insolvency (Bankruptcy)” (hereinafter referred to as Law No. 127-FZ).

2) in connection with the adoption by the authorized body of a legal entity, or the owner of the organization’s property, or a person (body) authorized by the owner of a decision to terminate the employment contract. The decision to terminate an employment contract on the specified basis in relation to the head of a unitary enterprise is made by the body authorized by the owner of the unitary enterprise in the manner established by Resolution No. 234.

Please note that termination of an employment contract at the initiative of the employer is not permitted:

– with a manager who is a pregnant woman, except in the case of liquidation of the organization (Part 1 of Article 261 of the Labor Code of the Russian Federation, paragraph 26 of the Resolution of the Plenum of the Supreme Court of the Russian Federation dated January 28, 2014 No. 1 “On the application of legislation regulating the work of women, persons with family responsibilities and minors” );

– with a manager belonging to one of the categories of persons listed in Part 4 of Article 261 of the Labor Code of the Russian Federation:

– to women who have a child under 3 years of age;

– to single mothers raising a child under the age of 14 or a disabled child under the age of 18 (Decision of the Supreme Court of the Russian Federation dated March 21, 2014 No. 66-KGpr14-2);

– to persons raising without a mother a child under the age of 14 or a disabled child under the age of 18;

– to parents (other legal representatives of the child) who are the sole breadwinners of a child under 3 years of age in a family with three or more children under 14 years of age or a disabled child under 18 years of age, if the other parent (other legal representative of the child) does not is in an employment relationship.

The employer has the right to terminate the employment contract with these persons only on the grounds provided for in paragraphs 1, 5 - 8, 10 or 11 of part 1 of Article 81 or paragraph 2 of Article 336 of the Labor Code of the Russian Federation;

– during a period of temporary disability or the manager is on vacation, except in the case of liquidation of the organization (Part 6 of Article 81 of the Labor Code of the Russian Federation, paragraph 50 of the Resolution of the Plenum of the Supreme Court of the Russian Federation dated March 17, 2004 No. 2 “On the application by the courts of the Russian Federation of the Labor Code of the Russian Federation”) ;

3) on other grounds provided for in the employment contract. That is, the employment contract can provide for additional (not provided for by the Labor Code of the Russian Federation and other federal laws) grounds. As a rule, in this case, the parties provide grounds that are directly related to the failure or improper performance by the head of the organization of his duties. So, for example, in paragraph 6.3 of the sample employment contract with the head of a federal state unitary enterprise, approved by Order of the Ministry of Economic Development of Russia dated March 2, 2005 No. 49, it is determined that the employment contract can be terminated at the initiative of the Executive Authority on the grounds provided for by the legislation of the Russian Federation on labor, including in accordance with paragraph 3 of Article 278 of the Labor Code of the Russian Federation on the following additional grounds:

a) failure to comply, through the fault of the Manager, with the indicators of economic efficiency of the enterprise’s activities approved in the established manner;

b) failure to ensure that audits of the enterprise are carried out in accordance with the established procedure;

c) failure to comply with decisions of the Government of the Russian Federation and federal executive authorities;

d) carrying out transactions with property that are under the economic control of the enterprise, in violation of the requirements of the law and the special legal capacity of the enterprise determined by the Charter of the enterprise;

e) the presence at the enterprise of more than three months of wage arrears due to the fault of the Manager;

f) violation through the fault of the Manager, established in the manner prescribed by the legislation of the Russian Federation, of labor protection requirements, which resulted in a court decision on the liquidation of the enterprise or termination of the activities of its structural unit;

g) failure to ensure the use of the enterprise’s property, including real estate, for its intended purpose in accordance with the types of activities of the enterprise established by the enterprise’s Charter, as well as failure to use budgetary and extra-budgetary funds allocated to the enterprise for its intended purpose for more than three months;

h) disclosure by the Manager of information constituting an official or commercial secret that became known to him in connection with the performance of his duties job responsibilities;

i) violation of the requirements of the legislation of the Russian Federation, as well as the Charter of the enterprise in terms of reporting information about the presence of interest in making transactions, including among affiliated persons;

j) violation of the ban on engaging in certain types of activities established by the legislation of the Russian Federation and clause 3.1.3 of Order No. 49;

k)____________ (if necessary, indicate other additional reasons dismissals).

Let us note that some approximate formulations of the grounds for dismissal can be used when concluding an employment contract not only with the heads of federal state unitary enterprises, but also with the heads of non-governmental organizations.

Guarantees to the head of the organization in case of termination of the employment contract

According to Article 279 of the Labor Code of the Russian Federation, if an employment contract with the head of an organization is terminated in accordance with paragraph 2 of Article 278 of the Labor Code of the Russian Federation, then in the absence of guilty actions (inaction) of the manager, he is paid compensation in the amount determined by the employment contract, but not less than three times the average monthly salary.

Thus, specific size severance pay is established in the employment contract or additional agreements thereto.

Note!

If, according to paragraph 2 of Article 278 of the Labor Code of the Russian Federation, the heads of state corporations, state companies, business entities, more than 50% of the shares (stakes) in the authorized capital of which are in state or municipal ownership, are dismissed, as well as the heads of state extra-budgetary funds of the Russian Federation, state or municipal institutions , state or municipal unitary enterprises, then they are paid compensation in the amount of three times their average monthly earnings, provided that they did not commit guilty actions (inaction). This is indicated by Article 279, parts 1, 2 of Article 349.3 of the Labor Code of the Russian Federation.

Early termination of an employment contract at the initiative of the head of the organization

By virtue of Article 280 of the Labor Code of the Russian Federation, the head of an organization has the right to terminate an employment contract early. In this case, he must notify the employer (the owner of the organization’s property, his representative) about this in writing no later than one month in advance. Accordingly, the warning period in this case is at least one month.

Employment agreement (contract)
with the head of the enterprise, organization (chairman, general, executive director)

G._________ "___"_______20___

The SPK "_______" enterprise, represented by the authorized _____________________, acting on the basis of the minutes of the extraordinary general meeting ____________ No. dated ________ 20___, hereinafter referred to as the Employer, on the one hand, and full name _____________________, elected by the general meeting ______________, minutes No. __ from__________, hereinafter referred to as the Employee, on the other hand, have entered into this contract as follows:

Article 1.
1. This employment agreement (contract) regulates labor and other relations between the Employer and the Employee.
2. Work under this contract is the main place of work
Employee.

Article 2.
1. The Employer instructs the Employee to carry out management functions
enterprise on the right of economic management in compliance with the following
conditions: comply with the requirements of the Charter ___________, comply with the decisions of the general meeting, supervisory board, board.
2. The employee independently decides all operational issues
enterprises referred to its competence by this employment agreement (contract), the Charter, decisions of the general meeting, supervisory board, board and current legislation.

Article 3.
The employee has the right:
- act on behalf of the enterprise without a power of attorney;
- represent his interests in all domestic and foreign
enterprises, firms, organizations, etc.;
- dispose of the property and funds of the enterprise within the limits established by the charter;
- conclude contracts, incl. labor;
- issue powers of attorney;
- open current and other accounts in banks;
- issue orders and give instructions binding on all personnel
enterprises;
- determine the volume and composition of information constituting a trade secret
enterprise, as well as determine the procedure for its protection;
- exercise other powers provided for by the Charter.

Article 4.
The employee is obliged:
- manage the current activities of the enterprise;
- organize the work and effective interaction of production
units and structures of the enterprise;
- ensure implementation of current and long-term plans enterprises;
- ensure the profitability of the enterprise;
- report to the general meeting within the time limits established by the Charter on
results of the enterprise's economic activities;
- ensure compliance with the law in the activities of the enterprise;
- maintain the commercial secrets of the enterprise;
- ensure timely payment of taxes in the manner and amount determined by current legislation;
- fulfill other duties assigned to him by the Charter of the organization or enterprise.

Article 5.
1. Non-fulfillment or improper fulfillment by the Employee of his
duties may serve as the basis for the general meeting to decide on the issue of early re-election and termination of the employment contract
(contract) at the initiative of the Employer.
2. In the event of material damage to the enterprise in
as a result of the Employee’s guilty behavior, he bears financial
liability in the amount of direct actual damage, but not more than:
- your average monthly earnings, if damage to the enterprise
caused by excessive cash payments, incorrect accounting and
storage of material or monetary assets, failure to take necessary measures
to prevent downtime, production of substandard products,
theft, destruction, damage to material or monetary assets;
- three monthly salaries if damage to the enterprise is caused due to
with payment for the time of forced absence or for the time of execution
lower paid work for an employee who was illegally dismissed or
transferred to another job at the initiative of the Employee, and also if
delayed the execution of the court decision to reinstate the employee to
work.
3. The employee bears financial responsibility in full
damage caused to the enterprise through his fault in cases expressly indicated
in the current labor legislation (or, list cases; ________, financial liability may be established for the manager by contract)
4. Damage that can be attributed to
categories of normal production and economic risk.

Article 6.
1. This contract is concluded for a period of 5 years from
_______ 20___ to ______20___
2. A new contract is concluded after the election of the chairman (director) for a new term.

Article 7.
Before the expiration of the term, the employment agreement (contract) can be terminated according to the following
reasons:
- by agreement of the parties;
- in case of call of the Employee to military service for a period that does not allow performing duties for a long time;
- in the event of the entry into force of a court verdict by which
The chairman is sentenced to a punishment that precludes the continuation of this work;
- if the Employee is elected to another elective position and is unable to perform previous duties;
- at the initiative of the Employee;
- at the initiative of the Employer.

Article 8.
At the Employee’s initiative, the contract may be terminated in the following cases:
- illness or disability that prevents you from performing work
contract;
- violation by the Employer of the terms of the contract;
- for other reasons established by law.

Article 9.
At the initiative of the Employer, the contract may be terminated in the following cases:
- liquidation, reorganization or repurposing of an enterprise;
- discovered inconsistency of the Employee with the position held when
absence of culpable actions on his part;
- a single gross violation by the Employee of his duties,
established by this contract;
- for other valid reasons.

Article 10.
Upon termination of the contract on the grounds specified in clause 2
Article 9 The employee is paid severance pay in the amount of six months’ average wages.

Article 11.
Upon termination or rescission of the contract, all payments between
parties must be made on the day of dismissal.

Article 12.
1. The Employer pays the Employee
official salary in the amount of ___________ rubles per month
- allowance for special working conditions in the amount of ___________ rubles monthly;
- bonus in the amount of ____________ rubles monthly (quarterly);
- remuneration based on performance for the year in the amount of ___% of profit.
3. By agreement of the parties, the size and system of remuneration may be
revised.
4. From the amount of wages and from others established by law,
income The employee pays taxes in the amount and manner prescribed
current legislation.

Article 13.
1. For the Employee to fulfill his duties, he
Irregular working hours are established.

Article 14.
The employee is assigned a 40 hour work week with
days off - Saturday, Sunday.

Article 15.
1. On holidays established by the current labor
legislation, work, as a rule, is not performed.
2. The Employee may go to work on holidays only by
agreements between the parties.

Article 16.
1. The employee is granted annual basic leave
duration _____ calendar days and additional for irregular working hours _____ calendar days.
2. Leave can be granted at any time during working hours
years by agreement of the parties.
3. By agreement between the Employer and the Employee, he may be sent on leave without pay, if this does not affect the normal operation of the enterprise.

Article 17.
1. The Employee is fully covered by benefits and guarantees,
established for employees of this enterprise by the current
legislation, industry regulations, collective
agreement and other regulatory acts of the enterprise.
2. The employee is subject to all types of state social
insurance for the period of validity of the contract.

Article 18.
The Employer undertakes to ensure the normal work of the Employee
provide him with a work office, telephone, office equipment, and vehicles.

Article 19.
To perform his duties, the Employee may travel to
business trips with payment in accordance with the current
legislation and agreement with the Employer.

Article 20.
Conducted for the Employee employment history in accordance with the current
legislation.

Article 21.
Damage caused to the Employee by injury or other damage
health related to the performance of his work duties,
subject to compensation in accordance with the law.

Article 22.
1. If a dispute arises between the parties, it is subject to
settlement through direct negotiations between the Employee and
Employer.
2. If the dispute between the parties is not resolved, then it is subject to
permission in court or otherwise if there are grounds for this in
law

Article 23.
1. The terms of the contract can only be changed by mutual
agreement of the parties.
2. All issues not regulated by this contract are subject to
permission in accordance with current legislation.

Article 24.
This contract is drawn up in two copies: the first copy
is with the Employer, the second copy is with the Employee.

Employer: Chairman:

Details: Details:
__________________ ________________

signature signature

The director (president, general director) of a limited liability company (hereinafter referred to as LLC) manages the entire organization and is recognized as the sole executive body of the enterprise (). At the same time, the director is an employee of the enterprise and he, like other employees, is subject to the Labor Code of the Russian Federation. Thus, an employment contract with the director of an LLC (a sample can be downloaded below) must comply with the general requirements for an employment contract specified in Article 57 of the Labor Code of the Russian Federation, but at the same time must reflect the peculiarities of the status of this employee, who manages the entire organization and bears full responsibility for the activities of the enterprise .

Agreement with the director: general conditions

An agreement with the director of an LLC, like any other employment contract for an LLC (a sample agreement with a director can be downloaded below), must contain the date and place of its conclusion, personal data of the employee (last name, first name, patronymic, passport details), information about the employer (name employer, his TIN, last name, first name, patronymic of the employer’s representative and details of the document on the basis of which this representative acts).

An employment contract for the director of an LLC (a sample can be downloaded below) must contain the following conditions:

• place of work of the director;
• the employee’s labor function, i.e. an indication that the employee performs the duties of a director of an LLC (the specification of the director’s job responsibilities can be carried out in job description);
• the date from which the director must begin work;
• working conditions of the director in the workplace. Based on Federal Law No. 426-FZ dated December 28, 2013, these conditions are indicated based on the results of an assessment of working conditions;
• the amount and procedure for paying wages and other payments to the director, the working hours established for this employee, as well as rest time;
• employer's obligations for compulsory social insurance of the director;
• the validity period of the contract when concluding a contract for a specific period (paragraph 8 of part 2 of Article 59 of the Labor Code of the Russian Federation). The duration of the contract is determined by the charter, or other constituent documents of the enterprise, or by agreement between the employee and the employer ().

Features of labor relations with the director

When concluding an employment contract with the general director of an LLC (see sample employment contract below), it is important to consider the following features:

• before the signing of the employment contract, the director must be elected to this position by a decision of the general meeting of the LLC or, if established by the charter of the LLC, by the board of directors/supervisory board of the LLC ();
• for damage caused to the enterprise, the director may be held fully liable ();
• by virtue of Article 70 of the Labor Code of the Russian Federation, the probationary period for a director can be up to six months;
• the director may be dismissed: 1) by the new owner of the organization’s property within 3 months from the date of acquisition of ownership rights in relation to the organization’s property with payment of appropriate compensation (clause 4 of part 1 of Article 81); 2) when the director makes an unjustified decision that results in failure/misuse or damage to the employer’s property (

Drawing up the text of such an agreement requires great care and literacy, which is due to the need to think through a large number of conditions necessary for regulation. Let's analyze the intricacies of working with this document.

Based on Article 275 of the Labor Code of the Russian Federation, with this official it is necessary to conclude that it meets the requirements related to the fact that it:

• drawn up in two copies;
• must be signed by both parties;
• handed over to the parties after signing.

These points, as is known, are common to all categories of workers. Now let’s analyze what is specific about its content.

Concluding an employment contract with the head of the organization

What is an employment contract and why enter into one?

Such an agreement is drawn up by the legal service. Sometimes a lawyer draws up a document form, and the HR employee uses it for work.

There are no specific requirements for the title of a manager’s position; representatives of the organization have the right to decide for themselves what it will be. A legal entity always acts on behalf of the employer.

Now let's take a closer look at the provisions that should be included in the text of the agreement.

• item. Here it is indicated that the manager who was appointed to this position assumes obligations to carry out management, the fact of vesting him with the necessary powers to carry out management functions is recorded, information is contained on the nature of the work (the main one, or the work that he carries out part-time);
• term. The start date of the employment relationship appears;
• functional.

Most organizations prefer to describe what an employee does directly here, rather than in the job description.

You should definitely say:

1. About the purpose for which the manager’s activities are carried out - maximum revenue, competitiveness, ensuring the efficiency of employees;
2. About responsibilities that include everything related to representing interests, making transactions, effective disposal of property, ensuring the proper quality of paperwork when hiring people of the required level of qualifications, their motivation;

• on the rights of the parties to labor relations.

For the Company, the rights associated with:

1. Monitoring the proper quality of performance by the hired employee of the duties specified in the text of the contract;
2. Encouraging successful activities (for example, increasing profitability, increasing sales compared to the same period last year, achieving payback for a new enterprise);
3. Requiring high-quality performance of duties, holding them accountable for non-compliance, and indicating instructions.

Manager's rights

Each party has its own rights.

An employee (manager) has the following rights, which relate to the fact that he can:

• carry out actions on behalf of the organization when representing its interests;
• enter into the necessary contractual relationships;
• perform actions within the limits of competence that are aimed at fulfilling the interests of the organization;
• properly conclude contractual relations with employees of the required level of development of competencies, improve the quality of their work through rewards and punishment;
• give the necessary instructions and it is advisable to delegate powers to employees of the relevant departments with subsequent monitoring of the execution of tasks.

Obligations of representatives of the organization

The obligations of representatives of the organization are related to:

1. Non-interference in the professional activities of an employee vested with the powers of a Manager;
2. Providing the necessary conditions for obtaining results (this could be equipment or funds);
3. Fulfillment of the agreement on wages, compensation of costs that entailed the performance of official duties.

The leader must fulfill his responsibilities.

The obligations of the manager (employee) are related to the fact that he:

1. Carries out activities for the effective management of the Company;
2. Guided by the implementation of the provisions of the charter, ensuring careful handling of property, compliance with accounting and financial standards, storage of documents, and compliance with standards at the enterprise.

Payment under an employment contract with the head of the organization

In the “wages” section you must display:

• information on the amount and dates of issuance of funds;
• information about additional remuneration, if any.

Working hours and rules for granting leave under the contract

The work schedule is an important part of the employment contract.

The contract specifies information regarding data on the working hours and the procedure for providing rest, which should indicate what time the start and end of the working day are determined, and the established time for the lunch break.

It is advisable to indicate how employees perform work on holidays when production needs arise.

To determine the duration, you need to remember that the employer does not have the right to set it to less than 28 calendar days, but can provide it without waiting for six months to pass from the start of the employee’s work.

Replacement of vacation with monetary compensation is not allowed.

If necessary, the employee can be granted leave without pay.

Confidentiality

The manager takes responsibility, which, for his part, does not transfer information about the specifics of the work technology, clients and partners to third parties: all this may constitute a trade secret.

He does not have the right to make copies of documents and transfer them to third parties.

Responsibility of the parties

The manager, for his part, is responsible for:

• performs its duties with the appropriate level of quality;
• does not cause material damage to the organization’s property;
• pays wages to employees on time and in full and does not deprive them of the opportunity to work.

The main points that determine the liability of the Company are deprivation of the opportunity to work and causing material damage.

Features of concluding a contract

You can conclude a fixed-term contract.

• Based on the second part of Article 275 of the Labor Code of the Russian Federation, before concluding a contract, a competition or a procedure related to the appointment or election to a position may be held;
• An HR specialist who has not previously dealt with the formalization of the procedure for hiring a manager automatically needs to understand who in this case is signing the contract from the employer’s representative.

The answer is: this is done by the person designated as chairman by the board of directors. The minutes of the meeting, or the decision, are drawn up in writing. It is such a document that is referred to when making an entry in the work book.

According to paragraph 3 of Article 69 of Federal Law 208, a council member does not have to be designated as an authorized person;

• According to the second part of Article 59 of the Labor Code of the Russian Federation, the law defines the possibility of concluding labor relations with the head of an organization under a fixed-term employment contract, but for no more than five years (Article 58 of the Labor Code of the Russian Federation). Such a move is completely justified on the part of the Company and can be made in order to provide the manager with a clear deadline for the implementation of the drawn up development program for the organization.

Please note that more complex development activities may take six years or more to complete.

The legal side of the issue in this case will be resolved if a new fixed-term agreement is concluded.

It is important to note that the conclusion is possible subject to agreement of the parties, which provides for the following:

1. To conclude it, the employer must obtain the voluntary consent of the employee who is elected to the position of manager. Similar consent must be obtained from the employer’s representative if the hiring manager wants to enter into a fixed-term contract;
2. It is possible that a hired employee may appeal to various authorities to protect his own interests to restore his rights if there is evidence of the use of coercion when registering employment relations;

• probation period for the manager, according to the fifth part of Art. 70 of the current Labor Code of the Russian Federation, an increased one may be established. However, it cannot exceed six months and cannot be established at all if the onset of labor relations was preceded by election or competition;
• if the manager wishes to hold a certain part-time position in another organization, then this can also be agreed upon by the employment contract;
• the employer should take care to determine the grounds on which termination may occur.

Some reasons for terminating a contract.

The legislative basis for terminating an employment relationship with a manager may be general grounds (Articles 77 and 81 of the Labor Code of the Russian Federation).

In addition to the general ones, additional ones are also highlighted, defined by Article 278 of the Labor Code of the Russian Federation:

1. Bankruptcy and, as a consequence, removal from office;
2. Making a decision by an authorized representative of the organization or its owner on the need to terminate the employment relationship and terminate the contract;
3. The contract has become invalid (the contract has expired).

Thus, an employment contract with a manager has a number of features that distinguish it from a contract with ordinary employees both at the stage of conclusion and when determining the procedure for termination.

In this video you will learn how to draw up an employment contract.

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Employment contract with the head of the organization (sample)

The importance of a leader in an organization can hardly be overestimated. Very often, the success of the organization as a business system depends on the personality of this person. Therefore, it is important to spell out all the conditions in the employment contract with the head of the organization, a sample of which you can find in this article. The agreement is concluded after certain procedures: holding a competition, appointment to a position by the board of directors or election by the general meeting. The procedures are prescribed in the laws and constituent documents of the organization.

List of disqualified persons

It must be remembered that before appointing a manager, it is necessary to check whether this person is included in the list of disqualified persons. The conclusion of an employment contract is possible only after receiving data from the register. This happens within 5 days. If an employment contract is concluded with a person who has been disqualified, an administrative fine is provided.

The general rules established for all employees apply to the employment contract with the head of the organization. Labor Code, as well as special norms regulating the work of managers. The preamble to the agreement must indicate:

• Full name of the employee;
• employer's name;
• Personal Information;
• the person who signed the contract on the part of the employer, his powers.

In the contract, it is important to indicate the name of the manager’s position in accordance with the constituent documents of the organization. Because inaccuracies in the title (“director” or “CEO”) can then cause a lot of problems.

As for all other employees, the employment contract with the manager must indicate:

• place of work;
• work start date;
• term of the contract;
• working hours and rest hours;
• the procedure for paying wages;
• conditions for compulsory social insurance.

Any commercial organization is created to make a profit, and it largely depends on the manager whether the legal entity will achieve its goals. To do this, the employment contract with the manager may stipulate what indicators the organization should achieve under his leadership. Due to the exceptional position of the manager in the organization, his material remuneration for his work may also differ. The employment contract may include additional conditions for material incentives depending on the results achieved by the organization. This may be a condition for establishing additional remuneration in the form of a certain percentage of the organization’s net profit. If high economic results are achieved, it may be possible to receive part of the shares or participation interests in the company. Inclusion of these conditions in the employment contract is a good motivation for better work Head of Labor Productivity Improvement.

Termination of an employment contract

Termination of an employment contract with the head of an organization also has its own characteristics. If you wish to terminate the contract early, the manager must notify the owner in writing about this desire one month in advance. The manager can be fired when the owner of the organization changes. But there are certain guarantees: firstly, this can only be done within three months after the change of owner, and secondly, in the event of dismissal on this basis, the manager is due compensation of at least three average monthly earnings.

A manager can be fired for a gross violation of his official duties, even if this happened once, for accepting management decision, which was unreasonable and caused damage to the property of a legal entity, as well as in the event of the introduction of procedures provided for by the Bankruptcy Law of October 26, 2002.

When dismissing a director, you must also remember that information about the change of director is subject to mandatory entry into the Unified State Register of Legal Entities, for which a certain procedure is provided with the submission of registration form No. P14001 to the registering authority.

Sample employment contract with the head of the organization