Order on the appointment of an acting director

Reasons for drawing up an order

Each organization must have a manager who is appointed in accordance with the constituent documents of the company (including the charter) and is responsible for management activities.

But sometimes circumstances arise when the director needs to transfer his functions to another employee - and there are plenty of them in the daily practice of any enterprise. Most often this is:

vacation (both planned and unscheduled);
sick leave;
business trip;
There may also be some personal reasons.

In what cases are responsibilities assigned?

It happens that one or another employee is absent from work for some reason. In this case, one of the options for solving the problem would be to assign the duties of the absent specialist to another person. Management must decide how to assign them to the employee:

transfer someone to the place of an absent person, making the filling of the empty position a priority - the transferred person will temporarily leave his job;
assign additional responsibilities - the deputy will have to perform both his own and others’ functions;
accept a new person.

All these nuances must be included in the order to perform the duties of a temporarily absent employee.

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The reasons why management is forced to entrust an employee with other functions may be different:

the main employee is not at work due to vacation, illness, business trip, etc.;
the previous specialist quit, but the new one has not yet been hired;
in extraordinary cases, it is necessary to perform duties specific to a position that is not in the staffing table of a given company.

There are no restrictions on attracting any employee to replace, but you need to take into account the required level of education, competence and whether the deputy has the necessary documents: license, driver’s license, etc.

To whom should the duties be delegated?

Each manager, of course, makes the decision on who to temporarily shift the responsibilities of the director on an individual basis. The main condition is that the selected employee has a certain level of education and work experience, and also enjoys the full trust of the management and administration of the company. This is due to the fact that from the moment the order on the appointment of an acting director is signed, all responsibility for the current activities of the enterprise passes to the employee in respect of whom the document was written.

It should be noted that either one of the company’s employees or a person, as they say, “from the outside,” can be appointed as an acting director.

In the second case, you first need to conclude an employment contract indicating the period of its validity, and only after that write an order on the transfer of powers.

Who can be assigned the duties of director during vacation?

The responsibilities of the company manager include organizing the work process, monitoring production activities in general, signing documentation, etc. All these functions during the vacation period must be delegated to another employee, in whose competence the director must be confident. The appointment of an acting manager during his absence is mandatory, regardless of the size of the organization.

Most often, the company has a deputy or assistant manager on staff. It is on him that he entrusts his powers, but the director can also grant rights to another person from the staff, securing them by order.

You should also take into account the requirements of the enterprise charter regarding the procedure for assigning duties to a manager during his vacation. If it stipulates that coordination with a higher organization, board of directors or founders is necessary, then the following procedure is observed:

The manager submits an application for the next vacation, indicating the duration of the vacation and its start date.
The board of directors (founders) agrees on the time of absence of the director and determines his replacement.

If the company does not have a higher structure, the manager independently decides when he will go on vacation and delegates authority to any employee during his absence.

General information about the document

Today, there are no strict rules for drawing up administrative documents, so representatives of enterprises and organizations can write any such paper in any form, or, if the company has a developed order form, based on its sample.

When creating orders, it is important to comply with several conditions:

Each order must be justified in some way. The justification is always written at the beginning of the document, after the words “In connection with...” and indicates the real reason for the formation of the order. In this case, the justification may be the manager’s vacation, business trip, sick leave, etc.
The basis is also included in the order - i.e. a rule of law that gives the right to draw up this document.
The order can be written on a regular sheet of any convenient format (standard A4 is usually used) or on the organization’s letterhead (as a rule, in cases where such a requirement is specified in the company’s local regulations). It is possible to write an order by hand or type it on a computer - this does not matter in determining the legality of the document.
The document is drawn up in one copy, which is signed by the manager (or another employee authorized to act on his behalf), as well as all other persons mentioned in it.

Signatures must be “live” only; no facsimile (i.e. printed) autographs on the form are allowed.

It is necessary to put a stamp on the order only when the rule on the use of stamps for endorsement of papers is enshrined in the company’s accounting policy.

Order on temporary performance of duties of a manager

At the same time, after a permanent employee is hired, the agreement is terminated. If we are talking about an interim agreement, then there is no need to terminate the agreement, since the deadline is already specified in it. However, an agreement is not always required for IO. For example, some persons are required to be an EO by virtue of their official powers. For example, senior assistant, deputy, etc.

Paperwork

Registration of IO is possible in two ways. The first method is an order for the organization if there is no vacancy. Essentially, in this case, the EIO appoints an IO to himself. If you are planning such a situation, then it is better to write it down in the Charter. The second method is a decision or minutes of the General Meeting or the Board of Directors, if there is a vacant position.

In this case, within a month a decision must be made on the appointment of this candidacy to the post of director or on rejection. It should be noted that tax authorities are very willing to meet the organization halfway and make an entry in the Unified State Register of Legal Entities about the sole proprietor, since they understand that the organization cannot exist for a long time without a director.

The notary must submit an application in form P14001, with the name of the acting director or the acting director, an order for the acting director or a protocol for the acting director and constituent documents. Note that the procedure itself is identical to the procedure for changing the director. The applicant must be the IO himself. The Federal Tax Service is provided with form P14001 and, when submitting documents through a representative, a power of attorney.

A little about embarrassment

The organization has appointed an acting acting director or executive director, all the documents have been drawn up, and suddenly the director, whom no one fired, returns to work. In this case, the entire procedure must be repeated - go to the notary with form P14001, then register the changes with the tax office and the bank. If, nevertheless, an interim acting director was appointed, then this is a plus for the company, since its activities will not be paralyzed when the director returns, because the employment contract with the director has not been terminated.

However, a corporate conflict may arise here. The acting director is appointed by the director, but the director himself is elected by the General Meeting. To avoid such situations, it is advisable to stipulate in the Charter when the approval of an interim organization is required by the General Meeting and what number of votes is required for approval.

However, even in this situation, tax officials meet the organization halfway. They calmly register any name of the individual executive organization, up to the deputy director. Banks are also calm about this.

From all of the above, we can conclude that if the director of the company is tired of work and went on vacation, there is no need to despair, you just need to appoint an acting director before his departure. Then there will be no need to involve the general meeting, and everyone will be happy.

B) Decision (Minutes) of the General Meeting / Board of Directors, in case of a vacant position. But within a month a decision must be made on the appointment or rejection of the candidacy. This position is not approved by all lawyers, since the above Clarification prohibits the appointment of an EO to a vacant position, with the exception of the situation when the EO is appointed for a one-month period before a decision is made by a higher authority to approve or reject the candidacy.

Who can be an EO: any employee of the Organization by way of transfer, part-time job on the basis of an agreement (according to the temporary employment contract, it is not possible to terminate, since the agreement must have a term of office, under the EO – a termination agreement is required) or another person on the basis of a fixed-term employment contract.

Sample order for the appointment of an acting director

In the header of the document it is written:

its name (with a short indication of the meaning) and number;
name of company;
date and place of drawing up the order.

Then below comes the main part. Here you need:

give justification, i.e. in connection with what circumstances it was necessary to formulate this order;
say who exactly will act as director (position, last name, first name and patronymic of the employee);
indicate the period and number of full calendar days during which this role is to be performed;
enter the functions that the employee replacing the director will perform (including the right to sign documentation);
write down his salary for this period (one important point must be taken into account here - if the director’s salary is higher than the salary of the acting director, the difference should be compensated);
at the end, the person responsible for the execution of the order should be entered (this can be the director himself or any of his deputy, the head of the department).

Order on assigning duties during sick leave

Replacement in case of illness of one of the employees is regulated by Art. 72.2 Labor Code of the Russian Federation. If you have to assign the functions of a sick employee to his colleague, you need to issue an order to assign duties during sick leave. You can develop your own template for such a document, or you can use the unified forms T-5 or T-5a. The basis for writing the order will be a report or memo explaining the situation: the person is ill and until he recovers, duties must be transferred to another employee.

► Who should be entrusted with labor protection if the company does not have such a specialist, and how to arrange it

When independently drawing up an order to assign duties during sick leave, you must adhere to the following structure:

name and details of the company and the document itself - OGRN, TIN and address

company, number and date of document preparation;

Full name and position of the replacement employee;
the position and full name of the whitened employee, in whose place another specialist will work;
the main duties that will have to be performed;
replacement period;
document-basis for issuing the order;
additional payment or lack thereof;
signature of the manager and signature of the replacement employee confirming familiarization with the document.

Document storage

After the order is written and executed properly, and all interested parties are familiar with it, it must be transferred for storage to the secretary of the organization or another employee responsible for the safety of administrative documentation.

During the validity period, the order must be kept in a separate folder along with other similar documents, in a room where access to unauthorized people is limited.

After the expiration of the storage period, the document can be transferred to the archive and subsequently destroyed in the manner prescribed by law.

Temporary and acting - what's the difference?

The assignment is formalized by an order, which indicates the period of performance of duties with the prefix “interim” or the phrase “for the period of absence” is written when the exact end date is not clear. If the head of the organization is replaced, then the right to sign passes to the person replacing him. It is advisable to notify counterparties and partner banks about this by sending them a copy of the order.

How to write VRIO correctly in documents?

In this case, an additional agreement is drawn up to the employment contract on part-time work, which stipulates the amount of remuneration for the absent employee. The entry is not recorded in the work book.

Hire an outside worker.
Hire a person for a part-time job (both external and internal).
Conclude an agreement with the existing employee on combining, increasing the volume of work or expanding the service area.
Transfer another employee to this position temporarily.

Order on the director going on vacation

The procedure for the director's activities and decision-making is regulated by the company's charter, internal documents of the company, as well as an agreement concluded between the company and the director. Fulfilling the duties of a manager during his absence is one of the main functions of a full-time deputy; a full-time deputy must begin to perform it only in a strictly defined case - in the absence of the manager.

As a general rule, an employee writes a vacation application addressed to the director. But what should the director do in such conditions? From the article you will learn:

what is the procedure for granting leave to the general director;
how to fill out an application from the director to the general director for leave;
What is the deadline for submitting an application for leave to the general director?

So, by virtue of Art. 274 of the Labor Code of the Russian Federation, the labor rights and duties of the director are determined, among other things, by the constituent documents of the organization.

Expert opinion

Musikhin Viktor Stanislavovich

Lawyer with 10 years of experience. Specialization: civil law. Member of the Bar Association.

Accordingly, the LLC charter must regulate the procedure for granting leave to the director. The charter of the LLC may indicate that the issue of the director’s vacation is resolved either at a general meeting of company participants, or directly by the director himself.

When the terms “interim” and “acting” are used

There is also the following decision: the employee’s job description already states that during the absence of another employee (including the immediate head of a department or organization), the first performs the duties of the second. In this case, administrative documents are not issued, the employee acts within the framework of his job description (the terms “acting” and “acting” are not used in relation to him in the document flow).

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Acting General Director: how to spell correctly

The timing, volume and content of additional work assigned to an employee in connection with the temporary absence of another employee are determined by the employer with the written consent of the employee on whom such obligations are supposed to be assigned.
The employee has the right at any time to refuse to fulfill the additional obligations assigned to him, just as the employer can cancel this order. In this case, the party that made the corresponding decision must notify the other party to the employment contract in writing about this at least 3 days in advance.

d. Also, the previous general director may resign at the initiative of the employer or at his own request, however, the company may not have a suitable candidate for this position and, accordingly, before hiring a “permanent” director, it is necessary to hire a “temporary” one. The issue of appointing an acting acting executive is highly controversial in the field of both labor and civil law.

Vrio: decoding of the acronym

The prefix “acting”, which can sometimes be seen in documents, for example before the signature of an official, is found quite often. It means that the person has not yet been finally approved for this position, but at the same time he has all the powers that were established for this position.

How to correctly write “acting director” in abbreviation

Let's start with the main thing. In labor legislation, the concepts of “acting” or “temporarily performing duties” (acting), or the like, do not exist. This is an invention of clerks. As for the requirements of the law, if a vacant position has arisen and there is an opportunity and desire to fill it, the Labor Code of the Russian Federation will allow you to choose from four options:

26 Jan 2021 jurist7sib 94

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What information must be contained in the document?

Any power of attorney must contain the following information:

name of the legal entity;
date of signature of the power of attorney;
information about the person for whom the document is being drawn up (position, passport details, identification number, etc.);
a detailed list of transferred rights;
the period during which the document will be valid;
manager's signature.

The Civil Code does not contain a requirement for the organization's seal to be affixed. However, a number of other regulations (clause 3 of article 53 of the Code of Civil Procedure of the Russian Federation, clause 5 of article 61 of the Arbitration Procedure Code of the Russian Federation) state that when representing the interests of a company at a trial by proxy, the document must be stamped.

I trust...

The director, being the sole executive body, acts on behalf of the company without a power of attorney, including representing its interests and making transactions, issues powers of attorney for the right of representation on behalf of the company, including powers of attorney with the right of subdivision (clause 1, paragraph.

3 tbsp. 40 of the Federal Law of 02/08/1998 N 14-FZ “On Limited Liability Companies”). The Law on Joint Stock Companies also allows only the director personally to act without a power of attorney (paragraph 3, paragraph.

2 tbsp. 69 Law No. 208-FZ).

How to transfer authority during vacation

Another problem is documents that require signatures. Can a director sign if he has not delegated his powers? The Labor Code does not prohibit this.

You should also issue a power of attorney to transfer part or all of the manager’s powers. Moreover, it is possible to delegate powers within an organization in accordance with an order (then it lists all delegated powers), but an order is not enough to represent the external interests of the organization.

a power of attorney on behalf of a legal entity is signed by its head with the obligatory seal attached;
the power of attorney must indicate the date of its execution;
The validity period of the power of attorney cannot be more than three years. If the validity period is not specified, then it is valid for a year from the date of commission.

To begin with, the director must issue an order on the temporary performance of the duties of a manager by his replacement employee. Such an order is drawn up in free form, the main thing is to reflect: who is assigned the responsibilities and for how long.