Vacation of the General Director. Design nuances

Leave permission

Leave for company employees is approved by the director.
It is he who puts the visa on the leave application and signs the corresponding order. Then who will give permission for the director to go on vacation? There are two options. If the director is the sole founder of the company, he signs the vacation order with his own hand. There is a unified form of vacation order T-6. There is no need to write a vacation application.

The procedure for granting leave to a director should be looked at in the company’s charter in the following cases:

besides the director there are other founders;
the director is not the founder of the company.

If the decision to leave a director is made by the board of founders, the head of the company should write a statement.
The founders will review the document and draw up minutes of the meeting. If the decision is positive, an order for the director’s annual leave is issued. The order can be drawn up in any form; the document is signed by the authorized founder. Sample 1. Order for the director's leave

How can a director go on vacation?

The first person of a budgetary institution cannot simply say “I’m going on vacation”; the general director needs to be properly documented, for which there are two registration options with their own nuances.

In the first case, the organization's Charter provides for approval of the constituent meeting. To do this, the manager needs to write a statement about how long he plans to leave. After this, the issue is discussed by the founders, and it is determined who will fill this position in his absence. To do this, an order is issued to leave the general director with the assignment of duties to another competent employee.

In the second, the person has the right to independently manage his vacation, it is included in the schedule. In this case, there is no need for a statement. The manager himself signs his order. In this case, use the sample director’s order for personal leave.

The first option is relevant for large institutions for which compliance with the regulations is justified. For the rest, it is better to simplify the process and not limit the rights of the manager.

What does the Labor Code of the Russian Federation say?

The manager is the same employee as all other officially employed employees of the enterprise.

According to Article 274 of the Labor Code of the Russian Federation, it can be understood that the labor rights and broad responsibilities of the general director are legitimized by the constituent documents of the organization. But despite its high status, the provision of vacation periods to the first person of the enterprise is guaranteed by the Labor Code, subject to the execution of documents.

Let's consider various options in which a top manager can be temporarily relieved of his powers during an annual vacation.

In the document flow, the following factors may influence the granting of leave to the General Director:

he is an employee;
the company was created solely on his capital investments without the participation of third parties;
he is one of the founders of the organization with an equity stake.

In joint-stock companies, where the charter is considered the fundamental document, a separate clause is provided in advance regarding the director’s ability to take leave.

If it is necessary to consider his statements at the board of shareholders, then he writes a document addressed to the chairman of the meeting with a request to relieve him of his assigned duties for a time.

In such cases, the procedure should be as follows:

the director sends an application for leave to the chairman of the meeting or the board of founders;
at the meeting the possibility of satisfying his request is discussed and a decision is made;
upon approval of the application, an order to go on vacation is issued, which indicates the person replacing the general director for this period.

The order can be signed by the chairman of the meeting, the board of directors, or the director himself, if he has the appropriate permission.

In cases where the director is the only investor in his enterprise, he can freely plan when it is best for him to leave work.

And although an application is not required from him, an order for leave must be issued.

It stipulates the period for which he gets rid of his powers, and appoints a full-time employee to perform his functions during this time.

If there is a board of directors in a company, each of its members has the right to replace each other, so the appointment of a separate person during the absence of the director is not required.

The order must indicate the period for granting vacation days to the director and specific dates.

From all of the above we can conclude: regardless of whether a leave application is written or not, an order must be issued.

Acting as a director

While the director is on vacation, someone must run the company.
Therefore, the duties of a director must be assigned to one of the company’s employees. In large companies, the responsibilities of a director may be distributed among several individuals. For example, the signing of personnel documents is the responsibility of the head of the personnel department, negotiations and conclusion of supply agreements are the responsibility of the deputy director for financial issues, and the approval of reporting is the responsibility of the chief accountant.

To delegate authority, you need to issue an order. It can include a list of specific responsibilities.

Sample 2. Order on the transfer of director’s duties

To represent the interests of the company outside the organization, you need to issue a power of attorney. Such a document will be needed when visiting regulatory authorities (letter of the Ministry of Finance of Russia dated September 25, 2012 No. 03-02-07/1-227).

An employee who will replace the director during vacation is entitled to an additional payment (Article 151 of the Labor Code of the Russian Federation).

Grounds for drawing up an order

A peculiarity of the economic activities of a Limited Liability Company is the fact that the enterprise is organized by one or several persons who, from the point of view of the law, act as founders. However, the so-called founders of the company do not always take full part in the management of their brainchild; they often attract a certain person to perform the duties of the general director, who in turn hires the rest of the staff.

Also, in some situations, the founders can appoint one of their members as the general director, or the sole founder of the company can manage it individually, acting as both the founder and general director at the same time. Thus, the manager can be both an employee and a co-owner of the company.

At the same time, the director, as an invited employee, despite the authority to conduct business activities and hire and fire employees, is not completely autonomous, but quite the opposite.

On a number of leading issues, from the disposal of finances to the selection of partners, he must receive the approval of the founders, formalized in the form of a protocol. The director from the main body of founders is obliged to coordinate all his actions with his partners.

Moreover, the procedure for granting leave may require separate permission from the owners of the company, especially if such a condition is spelled out in the Charter along with other procedures by virtue of Article 274 of the Labor Code of the Russian Federation. That is, if the general director intends to take a break, he must first submit an application for leave for consideration by the general meeting of participants. The owners of the company consider the forgiveness and formalize the decision in the form of a protocol, which serves as the basis for issuing an order to rest the manager.

However, if the Company’s Charter does not contain a condition for obtaining the approval of the founders, the procedure for registering annual leave is applied, as defined in labor legislation, namely Article 123 of the Labor Code of the Russian Federation. That is, before December 15 of the current year, a vacation schedule for the company for the next year is drawn up, reflecting information about the rest periods of all full-time employees, including management personnel.

14 days before the start of the vacation, a notification is issued, which is handed to the future vacationer against signature. Further, on the basis of the notification, an order for the director’s leave is already drawn up, which he signs independently, taking into account that he has the right of first signature on all administrative acts of the company.

Based on the norms of Article 123 of the Labor Code of the Russian Federation, both ordinary employees and the general director are required to comply with the priority schedule. However, in a number of cases, separately provided for by law, it is allowed to transfer annual leave to another period. It is also possible to move the time of use of vacation by agreement of the parties.

It should be noted that in some situations, the issue of granting a manager’s leave may undergo so-called preliminary approval. That is, at the end of the year, the founders initially decide in what month or from what date next year the general director can go on vacation. The decision is recorded in the protocol, which is then taken into account when drawing up a rest schedule for the LLC staff.

Quite often a situation arises when a manager, for personal reasons, wants to take a vacation earlier than the period approved in the schedule.

In such circumstances, even if there is a vacation plan, the general director submits a leave request for consideration by the board of founders and only then can issue an order to go on vacation.

The only exception to the rules is the director, who is also the sole founder. After all, logically, he cannot ask permission from himself to take a vacation, so his order for vacation is issued without any application or only on the basis of a notification.

Thus, based on the subordination and grounds for hiring the general director, the following documents can be drawn up when applying for leave:

For an invited director - minutes of the meeting of founders or a notice;
For the boss from the founders - a protocol or, again, a notification;
For the manager who is the sole owner of the company, only a notification.

Leave permission

If the director is the sole founder of the company, he signs the vacation order with his own hand. There is a unified form of vacation order T-6. There is no need to write a vacation application.

The procedure for granting leave to a director should be looked at in the company’s charter in the following cases:

besides the director there are other founders;
the director is not the founder of the company.

If the decision to leave a director is made by the board of founders, the head of the company should write a statement. The founders will review the document and draw up minutes of the meeting. If the decision is positive, an order for the director’s annual leave is issued. The order can be drawn up in any form; the document is signed by the authorized founder.

Application for leave and meeting of participants

If the director is the only founder, then there are no problems. He simply signs the order himself and transfers responsibilities.

But the charter of the LLC may stipulate that the decision on vacation is made by the board of directors or participants at a general meeting. Then the director needs to submit an application to agree on a date with the participants. This must be done when preparing a vacation schedule.

The application is as simple as possible: “Please schedule me an annual paid vacation from this date to this date,” date, signature. All. It is written to the chairman of the general meeting or to the name of the person with whom the director is obliged to coordinate the vacation - this is specified in the employment contract.

This application is considered by the participants at the general meeting, and the directors include it in the vacation schedule. Then you need to issue an order.

But there is no need to write a vacation application to the director before the vacation itself - just agree on the dates in the schedule and then simply issue the order and go on vacation.

How to draw up a vacation order for the CEO and who signs it

To register a manager's leave, the same forms of orders are used as for other employees. The most common is the unified T-6 form, but you can develop your own.

Let us dwell on one important question that arises for everyone who draws up such a document for the first time. Vacation orders for ordinary employees are signed by the general director, but who endorses the vacation order for him? There are two options. If the decision to rest the general director was made by the general meeting, the order can be signed by its chairman (or another authorized person for these actions). If the decision is made by the director independently, he himself endorses the order (letter of the Federal Service for Labor and Employment dated March 11, 2009 No. 1143-TZ), and also signs in the field “I have read the order.”

A sample leave order for the CEO can be downloaded here.

Leave order

The vacation order is filled out using form T-6. It is unified, you don’t have to change it, just fill in the blank lines. The order is signed by the director himself. This can be done both in the case where the director is the only founder, and in the case where the issue of leave is decided by the participants.

If the CEO is the owner of the company

When the head of a company is at the same time its sole owner, he has no problems with issuing a vacation order and determining its duration. In this case, he independently and arbitrarily includes himself in the vacation schedule at any time convenient for him. He does not need to write an application for another vacation, like all employees.

If such a manager decides to go on vacation outside of the general schedule, he still does not have the responsibility to fill out an application. He must sign an order for his own leave.

The general director's leave order must delegate his powers to the person in charge. As a rule, a list of them is indicated in the same document. This may be representation of the company’s interests in the Federal Tax Service, government agencies, or more expanded powers to conclude contracts. In the second case, potential partners will definitely request an Order indicating the terms of reference of the temporary deputy.

The law allows for the drawing up of separate orders: on the leave of the general director and on the transfer of powers. There is no standardized form provided. Therefore, they are formed in any form using office work rules.

If the CEO is an employee

If the head of the enterprise is listed in the staffing table as a hired employee, and the owners of the company are other people, the scheme for forming an order for the general director’s leave will be different. In such a situation, there are two schemes for developing the situation. But what is common is the fact that the decision on vacation is made by the founders of the organization.

When the company's Charter stipulates the procedure for granting the next vacation to the manager, employees will adhere to it.

If the Charter states that the decision to grant the next leave to the general director is made by the constituent meeting, it must be convened first. To do this, the manager submits an application for leave addressed to the Chairman of the Management Board. Next, a convening date is set, and the participants make a positive or negative decision. Under its terms, the period for granting leave may be shifted.

If the decision is positive, a vacation order is generated. It must be signed either by the Chairman of the Management Board or the owner of the company. The order to delegate the powers of a manager during vacation is also endorsed by the Chairman of the constituent assembly.

When the Charter does not specify the procedure for granting leave to the general director, he makes the decision independently. In this case, he needs to rely on the norms of the Labor Code of the Russian Federation on the provision of paid leave to hired employees. This means that, like all other employees, managers are included in the vacation schedule.

In this case, the manager is not required to draw up an application requesting leave. The whole procedure is carried out according to the general scheme:

The general director signs an order granting him the next paid leave and an order transferring powers during his absence.
A temporary power of attorney is issued in the name of the deputy.

Sometimes management has difficulty choosing a person who can perform the duties of general director. From a legal point of view, there are no restrictions here. The only important thing is that it must be an employee of the company. In this case, neither the position he holds, nor the presence of specialized education, nor the assigned qualifications matter. The final decision on this issue is made by the head of the company.

As practice shows, if there is an official deputy on staff, the powers are simply transferred to him. This solution has a number of advantages: if the employment contract with the deputy states that during the absence of the manager he must perform his duties, there is no need to draw up a separate order.

Required documents

When your boss leaves, you need to prepare:

The decision of the company owners, if the director is hired; if the owner - go straight to the second point.
Vacation order.
A normative document on the temporary assignment of the duties of the first person to another employee, for example, to the first deputy.
A power of attorney to represent interests, which may be needed, for example, in court or a bank (for a court, an order for temporary performance of duties will not be enough, see Letter of the Ministry of Finance of Russia dated September 25, 2012 No. 03-02-07/1-227).

It is also necessary to take care of the manager’s vacation pay in advance, which should be transferred to him three days before leaving for vacation.

Where should I register?

Companies, at their discretion, can organize the recording of order documentation, depending on the number of working personnel of the enterprise.

For example, to register various leave orders in organizations with a large staff, the following journals are created:

on granting vacations;
to record orders to postpone the vacation period of employees;
about employee reviews from vacation.

Logs must be kept on paper, but an electronic version of such documentation is also allowed.

Below is a sample log of vacation orders:

How much and where is it stored?

The storage of leave orders is regulated by the norms of Order No. 558 of the Ministry of Culture.

But enterprises have the right to independently make decisions on the timing and procedure for storing documentation.

The storage period for a leave order is:

5 years if it is not included in the employee’s personal file;
if the procedure established at the enterprise provides for the inclusion of the order in the personal file, then the storage period is 75 years.

Personnel officers need to familiarize themselves in detail with all the nuances of processing and storing leave orders in order to avoid claims from any inspection authorities.

How to familiarize and how to notify about the start of a vacation?

An important point is to familiarize the general director and other employees with the upcoming vacation. The most important thing in this matter is timeliness.

An employee must learn about his vacation at least 2 weeks before it starts.

The HR officer needs to issue a written notice of the upcoming vacation, show or read it to the general director and get his signature on this document.

By signing, the manager confirms his agreement with the order.

It is important to notify not only the director or employee about the upcoming days of rest, but also the accounting department, which must accrue vacation pay to him and issue it before the vacation.

The notification is written in any form:

How to formalize the transfer of authority?

When the director has a deputy, then the director going on vacation will not create problems, and all powers will be exercised by the second person of the enterprise.

In the absence of such an official, the replacement is assigned to the selected responsible employee. He must be appointed by a separate order during the absence of the manager.

He may be given additional pay for temporarily performing the duties of the general director.

Note! Even with a minimum vacation of the first manager, it is necessary to issue an order assigning his powers to an employee of the organization, in order to ensure the legal validity of signing documents.

This is what an order to replace a director during his vacation looks like:

Responsibility of the director during vacation

Appoint deputies during vacation in the interests of the director himself.
Otherwise, the manager, even during rest, will bear financial, administrative and criminal liability. A formalized order for the transfer of powers will help avoid negative consequences. Let us remind you that the director bears full financial responsibility for direct actual damage caused to the organization - this is established by Article 277 of the Labor Code of the Russian Federation. Civil liability is imposed on the director by paragraph 2 of Article 71 of the Federal Law of December 26, 1995 No. 208-FZ and paragraph 2 of Article 44 of the Federal Law of February 8, 1998 No. 14-FZ.

Methods for replacing a director

We have sorted out the transfer of powers. However, in addition to this, the replacement of the director’s position should be documented. And depending on the replacement method, there are several design options. Let's look at them.

1. The director has a full-time deputy and the duties of the replacement are specified in his employment contract and job description. Some experts believe that in this case there is no need to issue an order and draw up a power of attorney. But we think differently: regardless of whether the duties for replacing the director are specified in the employment contract, job description, both the order and the power of attorney are needed. At the same time, it is enough to issue them once, and not every time when the director goes on vacation, because in addition to vacation, he may be on sick leave, on a business trip, etc. The order states that the performance of the duties of the director is assigned to the deputy director during his absence .