Employment contract with the director of the LLC. Sample. Employment contract with the head of the company

What provisions should be included in the employment contract with the head of the company? Who should approve his candidacy and hire him? What if the director and founder are the same person? The answers to these and many other questions are in this material.

Regardless of what company the director heads - a small company or a large organization - he is sole executive body of a legal entity. The position may be called differently, but this does not change the essence. A small company is headed by a director or CEO, and the corporation may have the president. Moreover, there may be several directors: financial, commercial, and so on. But there is always one main person to whom all other leaders report. Most often this is the CEO.

Nuances of the agreement with the manager

Whatever the name of the position, from the employer’s point of view, the manager is the same hired person as other employees. Therefore, the provisions of the employment contract with the director, in general, do not differ too much from the agreement with persons occupying other positions. But still there are some peculiarities.

An agreement with the director can be concluded only organization. This means that an individual cannot hire a director. That is, there is no such thing as “director of an individual entrepreneur,” since this is not a form of organization, but the status of an individual. The main manager and responsible person in his business is the entrepreneur himself.

When drawing up an agreement with the director, you should be guided by the norms of the Labor Code, legislative acts of the Russian Federation and your region, as well as internal documents of the company. The agreement is drawn up in writing and signed on the part of the employer by the founder (if there is one) or the head of the general meeting of shareholders (owners).

Like any employment contract, the agreement with the director must include a number of mandatory provisions:

  • date and place of his imprisonment;
  • job title;
  • job description;
  • information about wages and compensation due to the manager;
  • information about the probationary period;
  • details of the employing organization and passport details of the director.

Note! A probationary period is applied only if the condition for its existence is specified in the employment contract.

But there are special clauses that should appear in the contract with the director, unlike other employees:

  • position about trade secrets and what measure of liability will arise if it is disclosed;
  • position on compensation in case of termination of employment relations with the manager (this amount cannot be less than 3 months’ earnings);
  • if the director's salary will exceed a quarter of the asset value organization, the contract must be approved by an advisory body.

But the provision that the director bears financial liability, is not at all necessary in the contract. The fact is that this liability arises by force of law, regardless of whether these provisions are spelled out in the contract or not.

Who chooses the director

A candidate for the position of director is selected or appointed depending on the form of ownership of the legal entity. The Labor Code provides several methods for electing/appointing a manager:

  1. Holding a competition. This option is mandatory for state and municipal unitary enterprises.
  2. Election at a meeting of members or the Board of Directors. Suitable for commercial organizations where there are several participants or a collegial board.
  3. Appointment by the founder. This is how the candidacy of a director in an LLC with one participant is determined. Quite often in this case, the founder appoints himself as director, but another person can also be hired.

At the same time, the Code does not contain a closed list of procedures, that is, the director can be appointed in some other way.

What about the probationary period?

We mentioned above that a probationary period clause must be included in the contract. However, this is true in the case if the director has been appointed. If he is elected through a competition, then a probationary period is not established (Article 70 of the Labor Code of the Russian Federation).

The standard probationary period for any positions other than director is up to 3 months. But for a manager, a longer test is established - up to 6 months.

For what period is the contract concluded?

Typically, an employment contract is for an indefinite period - this applies not only to the director. They only have a deadline. For example, when a specialist is hired to replace an employee who has been absent for a long time. In this case, the period is determined by agreement of the parties and in accordance with the constituent documents of the employer. The contract must indicate why it is urgent. The maximum period for which a fixed-term employment contract can be concluded is 5 years.

Responsibility

The director, as a person making management decisions, bears financial responsibility. This is regulated by Article 277 of the Labor Code of the Russian Federation. There are no requirements to specify the corresponding provisions in the contract, but for information they can be included in it. Liability arises regardless of the presence of such provisions in the employment contract or the conclusion of an additional agreement on financial liability with the director. It occurs for damage or theft, as well as for losses caused by the actions or inaction of the manager.

Can the founder enter into an agreement with himself?

Very often the question arises of how to formalize the appointment of a director if he is the only founder. The legislation does not give a clear answer. There are no rules that would allow or prohibit this approach, so the issue is decided by the founder himself.

Let us note that the Ministry of Finance considers concluding an agreement with oneself to be unlawful (letter dated March 15, 2016 No. 03-11-11/14234). Officials explain that if the director and the founder are the same person, the fact of appointment must be formalized by the decision of the sole founder. But letters from the Ministry of Finance, as you know, are not legal acts, so The department’s opinion cannot be recognized as the unequivocally correct answer.

There are two points of view:

  1. The Labor Code does not say that labor legislation does not apply to relationships with the head of the organization. This means that an employment contract must be concluded with the director. After all, for an employer, a director is almost the same employee as everyone else. This means that a fine may be imposed for the lack of agreement. Conclusion: despite the opinion of the Ministry of Finance, it is safer make a pact with yourself. In this case, the person signs both on behalf of the founder and on behalf of the director.
  2. A contract with oneself has no meaning and is invalid. If the founder and director are the same person, then there is no need to conclude an employment contract. Moreover, payment of wages in accordance with such an agreement may be regarded as unreasonable expenses.

What to do? The safest option is to enter into an agreement with the director, but not include the costs of his salary in the income tax base.

Features of an agreement with a director in a state organization

When applying for a job as a director of a government institution, he, like any employee, must

  • obtain a passport, work book and tax identification number. In addition, he must submit: a certificate of his own income and property;
  • a similar certificate regarding the income and property of the spouse and minor children.

Certificates are submitted at the time of hiring and are updated annually.

You should know that a contract with the head of a state organization must be concluded in accordance with the standard form from the Government Decree No. 329 dated April 12, 2013. But an employment agreement with the director of a commercial company can be developed independently - there is no standard form provided.

Dismissal of the director

So, the director is a difficult worker. Moreover, the company cannot function without it. However, he can be dismissed on general grounds, like any other employee of the organization. Moreover, Article 278 of the Labor Code of the Russian Federation provides for additional grounds for dismissal of a director:

  • in accordance with the requirements of bankruptcy legislation (the director is dismissed due to removal from office);
  • in accordance with the decision of the owners or authorized body of the organization;
    on other grounds specified in the employment contract.

However, there are cases when a director cannot be fired. However, this applies to any employee of the organization. All such situations are somehow related to children. You cannot fire:

  • a woman during pregnancy;
  • a woman with a child under three years of age;
  • single mother of a child under 14 years of age or a disabled child under 18 years of age;
  • another person who is raising a child under 14 years of age or a disabled child under 18 years of age without a mother;
  • a person who is the sole breadwinner of a child under 3 years of age, if there are three or more children in the family, or a disabled person under 18 years of age.

This does not mean that the persons mentioned cannot be fired. For this, there are special grounds for their dismissal, provided for in Articles 81 and 336 of the Labor Code of the Russian Federation.

An employment contract cannot be terminated if the employee is on vacation or sick leave. The exception is the liquidation of a company.

Important points of the employment agreement with the director

The preamble of the agreement with the manager is standard: it states the name of the document, the date of preparation and the city. Next, you should indicate who exactly enters into the contract:

  1. Company represented by a representative, for example, the chairman of the general meeting of participants, the board of directors or the sole founder.
  2. Future director.

It is also important to indicate the details of the document (minutes of the meeting of participants or the decision of the sole founder), on the basis of which the representative of the organization acts on its behalf.

In chapter " Subject of the agreement» it is necessary to indicate that the person is appointed to the position of director in accordance with the protocol or decision, and also to state the key working conditions. For example, that the director cannot combine this position with any others in third-party organizations, or can, but with the permission of the governing body. In the same section, it is recommended to include a provision on non-disclosure of information protected by law.

Employment contract - sample

Then they usually write obligations of the parties to the contract and their rights. It is necessary to indicate to whom the director reports (general meeting of participants, board of directors). It is also important to describe the manager’s job responsibilities, including ensuring the legal activities of the company he heads.

As for the rights of a manager, we emphasize the main ones:

  • act on behalf of the company without a power of attorney, represent interests and sign documents;
  • dispose of property and other assets of the organization;
  • represent it at the bank - open accounts, perform other transactions.

The employer, for its part, undertakes to provide the director with safe working conditions, payment of remuneration, a social package, and so on.

Among the rights of the organization are: terminate the employment relationship with the director in accordance with the laws and internal regulations.

An important point is the rules of remuneration

An employment contract cannot do without wage regulations. It is necessary to determine the size of the director’s official salary, incentive and compensation payments, and the terms of additional payment for overtime. In addition, the method of payment of wages is prescribed - cash or non-cash.

The agreement also includes provisions about social insurance and other guarantees.

Work and rest schedule, social insurance

It is necessary to register and work schedule: weekends, beginning and end of the working day, time and duration of breaks. Do not forget about the provisions on vacation - when the right to it arises, how payment is made, how to take vacation at your own expense, and so on.

Towards the end of the contract, it is necessary to mention that its information is confidential, and also state when it begins to take effect. The document ends with the details and signatures of the parties.

Responsibility of the parties, termination of the contract and final provisions

Signatures of the parties

An employment contract with a director is a standard personnel document, because even the general director is an employee like others. However, the nature of his labor relationship with the employer company is somewhat different. The work of a manager is associated with greater responsibility than the work function of an ordinary employee. He manages the company and is responsible for his actions both legally and financially. How to compose such a document without errors?

Despite the high position of the manager, the terms of the employment contract with him do not differ much from the standard clauses of standard agreements. Let’s take a closer look at the specifics of drawing up such an agreement. At the end of the article you will find sample agreements. The form is not unified, there is no need to copy the standard form, you can act and change the conditions according to the goals of hiring an employee for a position.

Position of director of the organization

A director is the head of a small company or a huge corporation. This is an individual who assumes the powers of the executive body of an organization, regardless of its size. The position of a manager is not always called “director”. The agreement may include other titles: president of the company, head of the corporation, general director. It is important that the name in the contract sounds the same as in the company’s constituent documents. The number of executives employed by the organization and responsible for various technical and production areas may consist of two or three persons. In this case, managers of narrower areas obey the orders of higher management (usually the general manager).

Features of concluding an agreement with the director

The relationship between the employer company and its manager is built according to the rules of the Labor Code, laws of the Russian Federation and constituent entities of the Russian Federation, regulations of local authorities, constituent documents and local acts of the company. The function of employer can only be performed by a legal entity, not an individual. This is the main difference from agreements with ordinary employees. But there are other features. Let's take a closer look.

Prerequisites

The contract with the manager is concluded in writing in two copies. The agreement is signed by the employee (future manager) and the owner of the company (founder) or a representative of the general meeting of shareholders.

Mandatory clauses that are present in all types of agreements (not only with the manager):

  • Details of the parties: Full name and passport details of the employee, name and details of the legal entity;
  • date of conclusion;
  • place of detention (address);
  • job title;
  • description of job responsibilities;
  • salary information;
  • probationary period condition (if any);
  • information about compensation.

If the condition of a probationary period is not included in the agreement, then it is considered that the manager was hired for the position without a trial.

Conditions that apply only to executive contracts:

  • if wages exceed 25% of the value of the company’s assets, then the contract is approved by an advisory body (meeting of founders, board of directors);
  • the minimum amount of compensation upon termination of an agreement with the manager is not less than the amount of three months’ earnings;
  • a clause on non-disclosure of trade secrets and a measure of liability must be included in the agreement;
  • It is not necessary to include a clause on financial liability; it occurs by default.

Competition, election or appointment

A manager holds a position in the following ways:

  • a competition is taking place;
  • elected at a meeting of founders or a board of directors;
  • appointed by the founder personally;
  • other.

It is difficult to draw an independent conclusion from the norms of the Labor Code of the Russian Federation. Officials of departments and agencies - Rostrud, the Ministry of Finance, the Federal Tax Service - have already given many explanations on this matter, periodically changing their position. The Letter of the Ministry of Finance dated March 15, 2016 No. 03-11-11/14234 states that it is impossible to sign an employment contract in such a situation. The Ministry points out that labor relations with a sole founder are not formalized by agreement, but by a written decision, therefore a sample agreement with a director, if the founder and director are the same person, is a violation.

But it is worth remembering that the ministry’s clarification is not a legal act and therefore has no legal force. Citizens have the right to interpret legislation differently. The Labor Code of the Russian Federation does not contain a direct prohibition on drawing up an employment contract with the founder, but there is also no permissive norm. The founding general director is not included in the list of persons who are not covered by labor legislation, which means that a sample employment contract with the director, if he is the only founder, is still completely legitimate. Therefore, as an employee, he is endowed with all the rights and responsibilities established by the Labor Code of the Russian Federation. The Federal Law on LLC also does not prohibit allowing oneself to work. Experts believe that signing an agreement with a sole founder will not create problems. On the contrary, the absence of a contract can lead to fines during inspections. All the more necessary is an employment contract with the director of the LLC if he is one of the founders.

Since the code does not contain any obstacles to concluding an agreement with oneself, the sole participant of the Society signs twice:

  • as an employee;
  • and as a representative of the employer.

A sample employment contract with the general director of an LLC - who is also the founder - may contain the following wording: “LLC (OJSC) Inter,” referred to as the “Employer,” represented by the sole participant Viktor Petrovich Trushkin, acting on the basis of the Charter and decision No. 1 of 02.05. 2016, on the one hand, and Trushkin Viktor Petrovich, referred to as “Employee”, on the other hand, entered into this employment agreement on...”. You can download a sample employment contract with the director of an LLC (who is also the founder) on our website - links to various document options are given at the end of the article.

Employment contract with the director of a government agency

When hiring for the position of head of a state or municipal institution, in addition to the mandatory passport, work book, TIN, Article 275 of the Labor Code of the Russian Federation, the citizen provides:

  • certificate of income and property;
  • information about the income, property (debts and obligations) of the spouse and minor children.

In the future, this information will be re-provided every year.

The rules for providing such information are regulated by Government Decree No. 208 of March 13, 2013.

Registration for the position of a manager of a state-owned enterprise is associated with another feature. When hiring the head of a private company, the contract can be drawn up in any form. The main thing is to take into account the requirements of the law, and by filling the content with conditions, you can give free rein to your imagination. But a contract with the head of a state or municipal organization, unlike a private one, is not drawn up arbitrarily. It is concluded on the basis of a standard form approved by Government Decree No. 329 dated April 12, 2013.

Additional grounds for termination of the contract

In addition to the general grounds for termination, which apply to all employees, there are additional ones that apply only to managers. According to Article 278 of the Labor Code of the Russian Federation, you can terminate an agreement with a management person:

  • upon removal of the head of a debtor company under the bankruptcy law (Federal Law 127 of October 26, 2002);
  • decision of the authorized body or the owner of the company to terminate the contract;
  • on the grounds specified in the agreement (usually these are clauses about violation of official duties or failure to perform job functions).

When an employer cannot fire a director

The list of additional grounds for terminating relations with a manager creates the impression that the employer can terminate the contract at any time of his own free will. But it is not so. Like any other employee, the employer does not fire the manager if it:

  • a pregnant woman (except in case of liquidation of the company);
  • woman with a child under 3 years old;
  • a single mother with a child under 14 years of age or a disabled child under 18 years of age;
  • a person who is raising a child under 14 years of age or a disabled person under 18 years of age without a mother;
  • the sole breadwinner of a child under 3 years of age in a family with three or more children or a disabled person under 18 years of age.

A contract with these persons can be terminated only on special grounds (

Employment contract with the director of LLC "_____"

G.________________

Limited Liability Company "______", hereinafter referred to as the "Society", represented by the Founder of the Limited Liability Company "_____", acting on the basis of the Charter, and __________ (full name), passport ________________issued_______, hereinafter referred to as "director" ", hereinafter referred to as the "parties", have entered into this employment agreement as follows:

1. The Subject of the Agreement

1.1. This agreement regulates labor and other relations between the Company and the director in connection with the latter’s performance of the duties assigned to him in managing the current activities of the Company. The company is the director's employer.

1.2. The Director manages the current activities of the Company, including performing the functions of its sole executive body within the competence determined by the current legislation of the Russian Federation, the Charter and internal documents of the Company, as well as this agreement.

1.3. The main goal of the director’s activities is to provide the most effective management of the Company, ensuring high profitability of the Company’s activities, the competitiveness of the goods produced (services, works, etc.), the sustainability and stability of the financial and economic position of the Company, ensuring the rights and legitimate interests of the Company’s participants and social guarantees workers. The Director, when exercising his rights and performing his duties, must act in the interests of the Company, exercise his rights and fulfill his duties in relation to the Company in good faith and reasonably.

1.4. The rights and obligations of the director in the field of labor relations, as well as social guarantees are determined by the Labor Code of the Russian Federation, laws and other regulatory legal acts, constituent documents and internal documents of the Company, and this employment contract.

1.5. During the period of activity in the position of director, he has no right to hold positions, establish or participate personally through dependent enterprises of any organizational and legal form or through affiliates in any commercial organizations, with the exception of Companies that are part of a holding company, which includes the Company itself. , as well as in accordance with a special decision of the General Meeting of Participants of Damas LLC, adopted by a simple majority of the Company’s participants taking part in the voting. The Director does not have the right to carry out transactions on his own behalf in his own interests or in the interests of third parties that are similar to those that constitute the subject of the Company’s activities.

1.6. The director does not have the right to disclose information that has become known to him in connection with the performance of his official duties, constituting a trade secret and confidential information about the activities of the Company, the disclosure of which may cause damage to the Company.

1.7. The director is subject to all types of compulsory social and medical insurance in the manner and under the conditions established for employees by the legislation of the Russian Federation.

2. Obligations of the parties

2.1. The duties of the director include the exercise of all powers of the sole executive body of the Company as a commercial organization, the rights and obligations of the Company in relation to the members of the Company and its employees, state authorities and local governments, as well as the rights and obligations of the Company related to its production and economic activities and management of subsidiaries and dependent companies.

2.2. Job responsibilities of the director:

Ensures the preparation and submits to the General Meeting of Members of the Company an annual report, annual financial statements, including a profit and loss statement, as well as proposals for the distribution of profits;

Informs the general meeting about the current production and economic activities of the Company and financial and economic indicators;

Based on observation data, research and analysis of production and commercial processes in the Company’s activities, it prepares and implements specific programs for the economic development of the Company;

Exercises strict control over the rational use of material, labor and financial resources;

Organizes the production and economic activities of the Company’s structural divisions and the effective interaction of subsidiaries;

Monitors the work and ensures effective interaction between departments and other structural units of the Company;

Develops and implements methods for prompt response to crisis and non-standard situations that may arise in the Company’s activities;

Ensures the fulfillment of the Company's obligations to counterparties under business agreements;

Provides selection, placement, training, certification, advanced training of the Company’s personnel and rational use of workers’ labor;

Ensures compliance in the Company with the internal documents of the Company and the principles of corporate culture;

Takes measures to eliminate the causes and conditions that may lead to a conflict situation in the team;

Organizes compliance with labor discipline and safety regulations;

Organizes accounting, ensures the preparation and timely submission of accounting and statistical reports on the activities of the Company to tax authorities and state statistics authorities;

Ensures the Company pays taxes and other obligatory payments within the time limits, manner and amounts determined by current legislation;

Performs other duties that are assigned or will be assigned to the director by the charter, internal documents of the Company and the current legislation of the Russian Federation.

2.3. the director of the Company has the right:

Independently, within the limits of its competence, resolve all issues of the Company’s production and economic activities;

Without a power of attorney, act on behalf of the Company, including representing its interests in all state and local government bodies, organizations, enterprises and institutions of any form of ownership, and make transactions on behalf of the Company;

Issue powers of attorney for the right of representation on behalf of the Company, including powers of attorney with the right of substitution; - within the limits of its competence, make decisions on the expenditure of the Company’s funds, including funds and reserves created by the Company; - approve the staffing table of the Company, branches and representative offices;

Dispose of any property of the Company, except in cases where the resolution of such issues falls within the competence of the general meeting of the Company's participants;

Approve prices and tariffs for products, works and services; - open current and other accounts in Russian and foreign banks, sign payment documents;

Within the limits of its competence, approve internal documents of the Company;

Organize the preparation and holding of General Meetings of the Company's participants;

Sign payment, financial and other outgoing documents;

Coordinate and organize the interaction of subsidiary business companies with each other and with the main company;

Approve the organizational structure, staffing schedule, job descriptions of employees of the Company, branches and representative offices of the Company; - issue orders on the appointment of employees of the Company, on their transfer and dismissal, apply incentive measures and impose disciplinary sanctions;

In accordance with current legislation, determine information constituting a trade secret and confidential information about the activities of the Company;

Give instructions and orders on all issues of the current activities of the Company, monitor their implementation;

Exercise other rights and powers within the competence of the director of the Company.

2.4. The Company assumes the following obligations:

Comply with the terms of this Agreement, the charter and internal documents of the Company;

To ensure normal working conditions for the director, provide him with: a work office, telephone, fax and other operational communication services;

Reimburse the director for entertainment expenses in the amount approved by the decision of the general meeting of members of the Company;

Pay for the activities of the director in the manner, amount and terms specified in this Agreement;

Carry out in relation to the director all types of compulsory social and medical insurance provided for by current legislation and ensure payment of appropriate benefits to him;

3. Working hours

3.1. The director is assigned irregular working hours.

3.2. The time of attendance at work and the need to go on business trips are determined by the director independently, based on production needs, the current tasks facing the Company and the need to fulfill the duties assigned to him by this agreement.

4. Rest time

4.1. The director determines a break for rest and food during the working day independently, at a time convenient for him.

4.2. The director is given two days off per week.

4.3. The director is granted annual basic paid leave of 28 calendar days.

4.4. Basic and additional paid vacations are provided to the director during the working year within the terms established by him independently, taking into account the current production and economic activities of the Company and recorded in the vacation schedule.

5. Payment for activities

5.1. The director's remuneration is based on his official salary.

5.2. The director's official salary is set at _______(______) rubles per month.

5.3. Subject to the implementation of the Company's business plan and the job responsibilities assigned by this agreement, the director is paid a vacation remuneration in the amount of the average monthly salary for each annual paid vacation. The decision on payment of vacation pay is made by the General Meeting of Participants of the Company.

6. Duration of the contract and procedure for its termination

6.1. This agreement comes into force from the moment it is signed by the parties and is valid for three years until the relevant decision of the General Meeting of Members of the Company on the appointment of a director.

6.2. This agreement may be terminated early:

At the initiative of the director (own desire), if the director has submitted a corresponding application for early termination of this agreement. The director's application must be addressed to the General Meeting of Participants of the Company and submitted to the office at the location of the Company no later than one month before the date of termination of the agreement. A copy of the resignation letter must also be sent to the Chairman of the General Meeting of Participants of the Company at the address of his place of residence (or the location of a member of the Company, the head of which is the Chairman of the General Meeting of Participants of the Company). The General Meeting of Participants of the Company is obliged, within thirty days from the date of receipt of the director’s application for dismissal and termination of the employment contract, to make a decision on the resignation of the director and elect a new director; - in connection with the adoption by the General Meeting of Participants of the Company of a decision on the early termination of the employment contract;

In connection with the removal from office of the director of the debtor organization in accordance with insolvency (bankruptcy) legislation; - on other grounds provided for by the current labor legislation of the Russian Federation.

6.3. In the event of liquidation or reorganization of the Company, when the Commercial Director cannot retain his position, the Company is obliged to notify him of the upcoming termination of the contract no later than two months in advance. In this case, the Company pays the director severance pay in the amount and manner established by current legislation.

7. Director's responsibility

7.1. The director is liable to the Company for losses caused to the Company by his guilty actions (inaction), unless other grounds and the amount of liability are established by federal laws.

7.2. The Director is not liable for damage caused to the Company in the following cases:

If the damage occurred in connection with actions that can be classified as a normal production and economic risk;

If the damage arose as a result of force majeure or other circumstances of an extraordinary nature that the director could neither foresee nor prevent by reasonable measures;

If the damage is not a direct result of the actions (inaction) of the director.

7.3. When determining the grounds and extent of the director's liability, ordinary business conditions and other circumstances relevant to the case must be taken into account.

7.4. The director is liable for damage resulting from decisions made by him that are beyond his competence. The director is not exempt from liability if actions entailing liability were taken by persons to whom he transferred his rights.

7.5. The director is responsible for violations of labor discipline in accordance with the current labor legislation of the Russian Federation. Penalties are imposed on the director by decisions of the General Meeting of Participants of the Company.

8. The procedure for changing the terms of this agreement.

8.1. The terms of this agreement may be changed by mutual agreement of the director of the Company and the General Meeting of Participants of the Company.

8.2. All changes and additions to this agreement are valid if they are in writing and signed by the director and the Chairman of the General Meeting of Participants of the Company. If during the period of validity of this agreement changes are made to labor legislation, this agreement is valid to the extent that does not contradict the law, and no additional agreement to this agreement is concluded.

8.3. In the event of disagreements arising in the implementation of the terms of this agreement, they are subject to settlement through negotiations between the director and the General Meeting of Participants of the Company. If controversial issues are not resolved during negotiations, disputes are resolved in court in the manner established by the current legislation of the Russian Federation

8.4. In all other respects that are not provided for in this agreement, the parties are guided by the current legislation of the Russian Federation.

8.5. This agreement is drawn up in two copies having equal legal force. One copy of the agreement is kept by the director, the other - in the documents of the General Meeting of Participants of the Company.

Signatures, addresses and details of the parties to the employment contract

Society Director

I received a copy of the employment contract

"_____"____________________200____year _____________________________________________

(signature) (Last name, initials of the director)

The document form “Employment contract with the director” belongs to the heading “Employment agreement, employment contract”. Save the link to the document on social networks or download it to your computer.

EMPLOYMENT CONTRACT
with the director

_____________ "____" ____________
Limited Liability Company "_____________" (OGRN ___________, INN/KPP _________________, hereinafter referred to as the "Company", represented by the Founder - citizen of the Russian Federation - _________________, on the one hand, and _____________________, hereinafter referred to as the "Employee", on the other hand , have entered into this agreement as follows (hereinafter referred to as the Agreement):

1. SUBJECT OF THE EMPLOYMENT CONTRACT
1.1. The employee is appointed to the position of the sole executive body of the Company - Director of the Company on the basis of the Decision of the sole participant of the Limited Liability Company "_____________________" No. __ dated ____________.
1.2. The work under this agreement is not the main / not the main one for the Employee (underline as appropriate).
1.3. The employee is given a probationary period of 3 months.
1.4. The employee is obliged to start work from “___” _____________-- g.
1.5. This employment contract comes into force from the moment it is signed by both parties.
1.6. The employment contract is fixed-term and is concluded for a period of 5 (Five) years.

2. OBLIGATIONS OF THE PARTIES
2.1. The Company entrusts, and the Employee assumes, management of the current activities of the Company for the period of validity of this agreement.
2.2. The employee independently resolves all issues of the Company’s activities that fall within his competence by this agreement, the Company’s constituent documents, job descriptions, decisions of the Company’s management bodies, as well as the current legislation of the Russian Federation.
2.3. The employee is accountable to the highest management body of the Company - the only Member of the Company. In the event of an increase in the number of participants, the Employee is accountable to the General Meeting of the Founders of the company. In the cases provided for in clause 8.1 of this Agreement, as well as the current legislation of the Russian Federation, the Employee may be dismissed from his position by decision of the highest body of the Company.
2.4. The employee is required to perform the following job duties:
- manage, in accordance with the current legislation of the Russian Federation, the production, economic and financial-economic activities of the Company, bearing full responsibility for the consequences of decisions made, the safety and effective use of the Company’s property, as well as the financial and economic results of its activities;
- organize the work and effective interaction of all structural divisions, workshops and production units, direct their activities towards the development and improvement of production, taking into account social and market priorities, increasing the efficiency of the Company, increasing sales volumes and increasing profits, quality and competitiveness of manufactured products, its compliance with international standards in order to conquer the domestic and foreign markets and meet the needs of the population for relevant types of domestic products;
- ensure that the Company fulfills all obligations to the federal, regional and local budgets, state extra-budgetary funds, suppliers, customers and creditors, including bank institutions, as well as economic and labor contracts and business plans;
- organize production and economic activities based on the widespread use of the latest equipment and technology, progressive forms of management and labor organization, scientifically based standards of material, financial and labor costs, studying market conditions and best practices (domestic and foreign) in order to fully improve the technical level and quality of products (services), economic efficiency of their production, rational use of production reserves and economical use of all types of resources;
- take measures to provide the Company with qualified personnel, rational use and development of their professional knowledge and experience, creation of safe and favorable working conditions for life and health, compliance with environmental protection legislation;
- ensure the correct combination of economic and administrative methods of management, unity of command and collegiality in the discussion and resolution of issues, material and moral incentives for increasing production efficiency, application of the principle of material interest and responsibility of each employee for the work assigned to him and the results of the work of the entire team, payment of wages as established deadlines;
- together with the workforce and trade union organization, ensure, on the basis of the principles of social partnership, the development, conclusion and implementation of a collective agreement, compliance with labor and production discipline;
- resolve issues related to the financial, economic and production activities of the Company, within the limits of the rights granted to it by law, entrust the management of certain areas of activity to other officials - deputy directors, heads of production units and branches of the Company, as well as functional and production divisions;
- ensure compliance with the law in the activities of the Company and the implementation of its economic relations, the use of legal means for financial management and functioning in market conditions, strengthening contractual and financial discipline, regulating social and labor relations, ensuring the investment attractiveness of the Company in order to maintain and expand the scale of entrepreneurial activity activities. Perform all necessary actions to protect the property interests of the Company in court, arbitration, and government bodies.
2.5. The employee has the right:
- act on behalf of the Company without a power of attorney;
- represent the interests of the Company in all domestic and foreign organizations;
- dispose of the property and funds of the Company within the limits established by the constituent documents of the Company and the current legislation of the Russian Federation;
- approve rules, procedures and other internal documents of the Company, determine the organizational structure of the Company, with the exception of documents approved by the General Meeting of the Company;
- issue orders and give instructions that are binding on all employees of the Company;
- approve the staffing table of the Company, branches and representative offices;
- hire and fire employees, including appointing and dismissing their deputies, chief accountant, heads of departments, branches and representative offices;
- encourage the Company’s employees, as well as impose penalties on them;
- open settlement, currency and other accounts of the Company in banks, enter into agreements and make other transactions;
- approve contract prices for products and tariffs for services;
- organize accounting and reporting;
- submit the annual report and balance sheet of the Company for approval by the management bodies;
- organize the preparation and holding of General Meetings of the Company;
- chair the meetings of the executive body of the Company;
- sign outgoing and payment documents;
- exercise other powers within its competence.
2.6. The employee is also obliged:
- comply with the terms of this agreement, the provisions of the constituent documents of the Company, as well as the current legislation of the Russian Federation;
- ensure compliance with the Company’s economic activity indicators;
- carry out day-to-day management of the Company’s activities;
- control the work and ensure effective interaction of departments and other services of the Company;
- insure property;
- take measures to eliminate the causes and conditions that may lead to a conflict situation in the team;
- organize compliance with labor discipline and safety regulations;
- properly organize the work of employees;
- create conditions for increased labor productivity;
- improve working and living conditions of workers;
- provide reports on its activities at the request of the executive body, as well as submit an annual report on its activities at each annual General Meeting of the Company;
- observe the Company’s commercial secrets and take measures to ensure its protection, in connection with which he is obliged not to give interviews, not to hold meetings and negotiations related to the activities of the Company, without the permission of its management;
- ensure timely payment of taxes in the manner and amount determined by the legislation of the Russian Federation;
- organize the keeping of minutes of meetings of the executive body of the Company and unimpeded access to them for members of the Society;
- perform other duties within their competence.
2.7. The employee is obliged to comply with the internal labor regulations established by the Company, production and financial discipline, and conscientiously perform his job duties specified in clause 2.4 of this employment contract.
2.8. The Company undertakes:
2.8.1. Provide the Employee with work in accordance with the terms of this employment contract. The Company has the right to require the Employee to perform duties (work) not stipulated by this employment contract only in cases provided for by the labor legislation of the Russian Federation.
2.8.2. Ensure safe working conditions in accordance with the requirements of safety regulations and labor legislation of the Russian Federation.
2.8.3. Pay bonuses and remuneration in the manner and on the terms established by the Company, provide financial assistance taking into account the assessment of the Employee’s personal labor participation in the work of the Company in the manner established by the Regulations on remuneration in the Company and other local acts of the Company.
2.8.4. Carry out compulsory social insurance for the Employee in accordance with the current legislation of the Russian Federation.
2.8.5. To pay, in case of production necessity, for the purpose of improving the qualifications of the Employee for his training.
2.8.6. Familiarize the Employee with labor protection requirements and internal labor regulations.
2.9. The company has the right:
2.9.1. Terminate the contract with the Employee in the manner and under the conditions established by the current legislation of the Russian Federation.
2.9.2. Encourage the Employee for conscientious and effective work.
2.9.3. Demand that the Employee fulfill his job duties and take care of the property of the Company and other employees, and comply with the Company’s internal labor regulations.
2.9.4. Bring the Employee to disciplinary and financial liability in the manner established by the current legislation of the Russian Federation.
2.9.5. Adopt local regulations.

3. CONDITIONS OF PAYMENT FOR THE EMPLOYEE
3.1. For the performance of labor duties, the Employee is set an official salary in the amount of ________________ (_________________________________) rubles per month.
3.2. The Employee's wages are paid by issuing cash at the Company's cash desk or by transferring to the Employee's bank account.
3.3. Deductions may be made from the Employee's salary in cases provided for by the legislation of the Russian Federation.

4. WORKING AND REST TIME REGIME
4.1. The employee has a five-day work week with two days off - Saturday and Sunday.
4.2. The employee is granted annual paid leave of 28 calendar days. The right to use vacation for the first year of work arises for the Employee after six months of his continuous work in this Company. By agreement of the parties, paid leave may be provided to the Employee before the expiration of six months.
4.3. For family reasons and other valid reasons, the Employee, based on his written application, may be granted leave without pay for the duration established by the labor legislation of the Russian Federation and the Internal Labor Regulations.

5. EMPLOYEE SOCIAL INSURANCE
5.1. The employee is subject to social insurance in the manner and under the conditions established by the current legislation of the Russian Federation.

6. WARRANTY AND COMPENSATION
6.1. During the period of validity of this agreement, the Employee is subject to all guarantees and compensations provided for by the labor legislation of the Russian Federation, local regulations of the Company and this Agreement.

7. RESPONSIBILITY OF THE PARTIES
7.1. In case of non-fulfillment or improper fulfillment by the Employee of his duties specified in this agreement, violation of labor legislation, the Company’s internal labor regulations, other local regulations of the Company, as well as causing material damage to the Company, he bears disciplinary, material and other liability in accordance with the labor legislation of the Russian Federation.
7.2. The Company bears financial and other liability to the Employee in accordance with the current legislation of the Russian Federation.
7.3. In cases provided for by law, the Company is obliged to compensate the Employee for moral damage caused by unlawful actions and (or) inaction of the Company.

8. TERMINATION OF THE AGREEMENT
8.1. This employment contract may be terminated by decision of the highest body of the Company, as well as on the grounds provided for by the current labor legislation of the Russian Federation.
8.2. The day of termination of the employment contract in all cases is the Employee’s last day of work, with the exception of cases where the Employee did not actually work, but retained his place of work (position).

9. FINAL PROVISIONS
9.1. The terms of this employment contract are confidential and are not subject to disclosure.
9.2. The terms of this employment contract are legally binding on the parties from the moment it is signed by the parties. All changes and additions to this employment contract are formalized by a bilateral written agreement.
9.3. Disputes between the parties arising during the execution of an employment contract are considered in the manner established by the current legislation of the Russian Federation.
9.4. In all other respects that are not provided for in this employment contract, the parties are guided by the legislation of the Russian Federation governing labor relations.
9.5. The Agreement is drawn up in two copies having equal legal force, one of which is kept by the Company, and the other by the Employee.

According to Article 273 of the Labor Code, the head of the LLC, represented by the president or general director, is recognized as the only executive body managing the company and personnel. He also has the status of an employee of the organization and is subject to labor laws. To fix the powers of the manager, an employment contract is concluded with the general director of the LLC, a sample of which is presented below.

The document is drawn up in accordance with the provisions of Article 57 of the Labor Code and at the same time reflects all the nuances and features of the status of the general director. That is, employment contract with the director of the LLC(sample below in the article) uses general rules and has a structure similar to a regular employment agreement.

The header of the document indicates the date and place of conclusion of the contract, the name of the organization, its Taxpayer Identification Number, full name of the representative of the institution and the details of the document on the basis of which it operates. Then you need to indicate the full name and passport details of the person being hired for a leadership position. The body of the document must include:

  • place of work of the manager;
  • general job responsibilities are listed;
  • date of entry into office;
  • working conditions;
  • remuneration regime: salary amount, procedure for calculating and paying wages and other payments;
  • rest schedule: days off and procedure for granting leave;
  • conditions of compulsory social insurance;
  • contract period. This period is determined by the constituent documents or by agreement of the parties.
Sample of filling out an employment contract with the director of an LLC

Nuances when concluding a document

Since the general director is the legal representative of the enterprise, carries out activities on its behalf and in the interests of the institution, the position must be prescribed identically to the definition set out in.

If a director is hired with, this must be indicated in the contract. For leadership positions? According to the law, it is up to 6 months.

Particular attention should also be paid to the wages item. If the manager's salary exceeds 25% of the total value of the institution's assets, then this agreement is recognized as a major transaction and must be approved by the board of directors or meeting of founders.

The employment contract can stipulate the amount of compensation payments in the event of termination of cooperation. The amount of severance pay for a manager must be equal to at least three salaries.

One of the main points of the contract is the condition of non-disclosure of trade secrets and responsibility for the dissemination of classified information.

When drawing up a document, the question may arise as to whether it is necessary to include a clause on the financial responsibility of the manager. Lawyers believe that this is not necessary, since the director is by default considered a financially responsible person.

If the sole founder and manager are the same person

Labor legislation does not directly prohibit concluding an employment contract with a manager if he is a co-founder. But what if he is the only founder. This situation does not have a clear answer and various departments, such as the Ministry of Finance, Rostrud, and extra-budgetary funds express opposing opinions on this issue.

Representatives of departments believe that signing an agreement with oneself in the person of the head and founder is impossible. They rely on the norms of the law set out in paragraph 3 of Art. 182 of the Civil Code of the Russian Federation. However, this legislation does not apply to labor relations. However, representatives of Rostrud expressed the opinion that an employment contract is a bilateral agreement and in the absence of one of the parties, the conclusion of such a contract is impossible.

It follows from this that the signing of an employment contract between an employer and an employee by the same person is not permitted. The Ministry of Finance adheres to the same point of view and has prohibited the inclusion of salaries and social contributions for the general director in expenses.

Having decided to enter into an agreement with yourself as a manager who is the sole founder, you need to consider:

  • When drawing up an agreement, the parties are a legal entity - the employer and an individual - the hired employee. When carrying out business activities, the institution acts as a legal entity, and not on behalf of the founders, so you literally enter into an agreement with the company, and not with yourself.
  • Nowhere in the Labor Code is there a direct prohibition on the execution of such a contract. Article 11 contains a list of persons who are not covered by labor legislation, but the director, who is the sole founder, is not indicated there.
  • Federal Laws No. 255-FZ of December 29, 2006 and No. 167-FZ of December 15, 2001 state that pension and social insurance contributions are paid from all employees, including the salaries of directors who are the sole founder OOO.

In the Tax Code of the Russian Federation in paragraph 21 of Art. 270 stipulates that when calculating expenses, it is impossible to include remuneration for management, except for those paid under an employment contract. It follows from this that writing off the director’s salary expenses is possible.

Sample and rules of an employment contract with the commercial director of an LLC

A commercial director is a specialist who manages the sales department, an employee who carries out activities related to procurement, logistics and marketing of the enterprise. This employee takes office and leaves by order of the general director or president of the institution. An employment contract with such an employee belongs to the category of contracts with managers and is drawn up according to all the rules inherent in this group. The document must contain:

  • subject of the contract;
  • identifying information of the parties;
  • validity period of the document;
  • information about the probationary period, if any;
  • date of assumption of official duties;
  • rights and obligations of the employer and employee;
  • work and rest schedule;
  • terms of calculation and payment of wages and other incentive payments;
  • situations and cases that make it possible to make changes to the contract or terminate it.

The body of the document must indicate the necessary knowledge and skills for the candidate for the position and describe job responsibilities. For full disclosure of information, additional clauses on non-disclosure of trade secrets and others may be included in the contract.

Employment contract with the executive director of the LLC

The executive director carries out activities related to the management of the organization, the regulation of production processes in order to maximize profits. The employment agreement is drawn up in accordance with labor legislation, taking into account the requirements for the category of contracts with managers. The structure of the contract is completely identical to the previous example.

The main contract may be accompanied by a work schedule, a non-disclosure agreement and a job description. All changes to the employment contract are made by drawing up an Additional Agreement.

Who signs the contract

In order to determine who has the right to endorse an employment contract with a manager, it is necessary to find out which body is authorized to choose the general director. Law No. 14-FZ of 02/08/1998 states that the manager is elected at a general meeting of participants, but in practice the decision can also be made by the board of directors. Such powers are disclosed in the LLC Charter.

If a director is elected at a general meeting, the agreement is signed by the chairman or a certain LLC participant is elected to sign a contract with the director.

In the second case, the agreement is signed on behalf of the employer by the chairman of the board of directors or another authorized person - this can be either a member of the board or an ordinary participant.

If the agreement is drawn up by the director, who is the sole founder, then he puts signatures on both sides.

Breaking the contract

Termination of an employment contract with a manager entails the emergence of many controversial issues. The dismissal of a director can be carried out on the general grounds set out in the Labor Code of the Russian Federation, and on the special grounds outlined in Article 278 of the Labor Code. Special circumstances arise from the specifics of the leadership position. So, in what cases can you fire a director:

  • by decision of the new owner of the institution within three months from the date of taking ownership;
  • if the activities carried out by the director resulted in the failure to preserve or misuse assets, caused damage to property, or losses;
  • in case of regular violations of official duties;
  • in the cases provided for in Art. 81 and art. 278 of the Labor Code of the Russian Federation (disability, loss of contract, etc.);
  • if at the general meeting a decision was made to terminate cooperation with this person as a director.

It should be remembered that the law establishes increased responsibility for leadership positions. Article 277 of the Labor Code clearly states that the director is financially responsible for damage caused to the institution as a result of his actions.

Also, do not forget that if the general director is dismissed without obvious violations, the employer is obliged to pay impressive compensation provided for in Article 279 of the Labor Code of the Russian Federation.

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