The order for the appointment of the director is drawn up in free form. But the name of the organization, position, grounds for appointing this person to the position of director should be reflected (order of the acting director, decision of the sole founder of the LLC, minutes of the meeting of the founders and, finally, the employment contract); date of taking office and term (if it is a fixed-term contract) not more than 5 years. In the case of LLC and OJSC, the term of the director may be specified in the charter of the organization. Additionally, the order may reflect the transfer of “accessories” (stamp, seal, company documents) from the former director to the new one. At the end of the order there should be a line: “I have read the order” and a list of the new director.
Some organizations introduce a “special form” (the decision of the current manager), a certain form is often used under the number N T-1, approved by the Decree of the State Statistics Committee of 2004 N 1. This form, by the way, is suitable not only in case of appointment of the director, but and any employee. The basis for the order in this form is an employment contract.
The text of the order will vary with respect to the exact wording of the position: “general director”, “administrative director” (executive). General "runs" with all the affairs of the organization, the executive carries out only operational management (administrator). And although these are different positions, the order for the appointment of an executive director may be the same as for the appointment of a general director, with the exception of the position. You can issue a regular order in the form accepted in the institution, the same N T-1, for example.
Who has the right to issue an order to appoint a CEO?
- The order for the appointment of the Director General may be issued by the current Director. An exception is when the current director is removed from office (for example, if a criminal case has been instituted against him). The Supreme Arbitration Court faced such a case in one of the court proceedings.
- An order may be drawn up and signed by the sole founder of the LLC itself. Also, in the case of the sole founder of the company, he can, by a single decision, accept someone from the side or from his employees to work as a director, and he will sign the order on the appointment of the Director General as the new Director himself. The basis in this case, as is customary in an LLC with a sole founder, will be its decision.
- If the charter of the LLC (drawn up on the basis of Articles 33 and 40 of the federal law) or OJSC stipulates that the appointment of the director of the company refers to decisions taken only at the general meeting of all founders, then the sole decision (order) on the appointment of someone is invalid. In the 90s, they talked about this in the trials of the Supreme Court. Now this rule is also in the law (in the civil code, article 53, in the federal laws on societies). And despite a clear indication in the law, there are still litigations to declare orders illegal. Founders can decide to remove the former director and appoint a new one at the same time, or they can "progressively", but not otherwise. All decisions are recorded in the protocol.
- An order to appoint the general director of the LLC may be signed by one of its founders, if he chaired the general meeting.
After signing the order, it is necessary to make an entry in the labor (with the details of the order and in accordance with the instructions approved by the Ministry of Labor); open a personal account for the director. If we are talking about the general director of an LLC, where there is no personnel worker, the director has the right to make an entry on hiring himself for work, but for this purpose an appropriate order should be issued (“I entrust myself with the maintenance of labor books”).
The registration chamber should be notified of the changes in the LLC (application form No. 14001 plus information about the new director and minutes of the meeting).
An employee is transferred from one post to the post of general or executive director in accordance with the labor code (Article 72). In this case, an order of a slightly different content is drawn up (N T-5 form), on the transfer, and not on the appointment.