The director of a separate division manages the structural unit of the parent enterprise entrusted to him. During the course of his labor activity, he retains all the rights and obligations of an employee, while he exercises the functions of an employer in relation to the employees of a separate unit. more about the requirements for the director of a separate division from the article below.
How are labor relations built with the director of a branch (representative office) and is it possible to conclude a fixed-term employment contract with him?
What responsibilities are reflected in the job description of the branch manager?
What is the responsibility of the branch director to the company?
You can find more complete information on the topic in ConsultantPlus. Full and free access to the system for 2 days.
Where to find a sample employment contract with a branch manager
What is a separate division
First, let's understand the concepts of “separate division”, “branch”, “representative office” and learn not to confuse them.
Thus, a separate unit, according to, has characteristic features:
- its location is separate from the head office;
- in a separate division there are stationary jobs created for a period of more than 1 month.
These two facts are enough for the tax authorities to recognize a separate division as such, even if the LLC Charter says nothing about it, and to register it.
Important!
A branch and a representative office are always separate divisions, but not all separate divisions are representative offices and branches.
A branch is a separate division of a company that is empowered to perform the same functions (or part thereof) as the head office, including the functions of a representative office.
A representative office is a separate division of a company that represents its interests and protects them.
For branches and representative offices, the Civil Code of the Russian Federation establishes the following requirements:
- a legal entity is obliged to develop regulations on the activities of a branch/representative office;
- an entry must be made in the Unified State Register of Legal Entities about the fact of creating a branch;
- Directors of the branch/representative office are appointed by the heads of the parent organization.
The second paragraph of Article 19 of the Tax Code of the Russian Federation states that separate divisions of companies, being part of them, are required to pay taxes and fees at their location. However, they are not independent taxpayers.
Separate divisions may or may not maintain a separate balance sheet. The consolidated balance sheet of the organization is compiled from the balance sheets of all separate divisions and the parent company.
Important!
The powers of the head of a separate division cannot be based only on the instructions in the constituent documents of the legal entity or the regulations on the representative office, but must be confirmed by the appropriate power of attorney.
General provisions
1.1. The head of a structural unit of an educational organization (hereinafter referred to as the head of a structural unit) belongs to the category of managers and is directly subordinate to.
1.2. A person who has a higher professional education in a specialty corresponding to the profile of the structural unit and work experience in the specialty corresponding to the profile of the structural unit for at least 3 years is appointed to the position of head of a structural unit.
1.3. For the position of head of a structural unit in accordance with the requirements of Art. 351.1 of the Labor Code of the Russian Federation, a person is appointed who does not have or has not had a criminal record, who has not been or has not been subject to criminal prosecution (with the exception of a person against whom criminal prosecution was terminated on rehabilitative grounds) for crimes against life and health, freedom, honor and dignity of the individual (for with the exception of illegal placement in a psychiatric hospital, slander and insult), sexual integrity and sexual freedom of the individual, against family and minors, public health and public morality, the foundations of the constitutional order and state security, as well as against public safety.
1.4. The head of a structural unit is appointed to the position and dismissed from it by order.
1.5. The head of a structural unit must know:
— priority directions for the development of the educational system of the Russian Federation;
— laws and other regulatory legal acts regulating educational, physical education and sports activities;
— Convention on the Rights of the Child;
- pedagogy;
— achievements of modern psychological and pedagogical science and practice;
— psychology;
— basics of physiology and hygiene;
— theory and methods of managing educational systems;
— modern pedagogical technologies for productive, differentiated learning, implementation of a competency-based approach, developmental learning;
- methods of persuasion, argumentation of one’s position, establishing contacts with students (pupils, children) of different ages, their parents (persons replacing them), work colleagues;
— technologies for diagnosing the causes of conflict situations, their prevention and resolution;
— basics of working with text editors, spreadsheets, email and browsers, multimedia equipment;
— fundamentals of economics, sociology;
— ways of organizing the financial and economic activities of an educational organization;
— civil, administrative, labor, budget, tax legislation in terms of regulating the activities of educational organizations and educational authorities at various levels;
— basics of management, personnel management;
— basics of project management;
— internal labor regulations of the educational organization;
— labor protection and fire safety rules;
— .
Responsibilities of the director of a separate division
An individual is appointed to the position of head of a separate division. By the way, the law does not prohibit concluding an agreement with an individual entrepreneur for the provision of services for managing a separate division. In such cases, the individual entrepreneur will have to regularly report on the services provided to him, and the head office will have to sign acceptance certificates for the services provided and pay for them.
The job description of the director of a separate division usually indicates such responsibilities as:
- ensuring economic activities;
- Conducting training, instruction and testing of knowledge on labor protection of workers;
- ensuring that the separate division fulfills the assigned tasks, functions, and obligations assigned by the parent organization;
- monitoring compliance with sanitary and epidemiological standards, fire safety requirements;
- control over labor discipline, etc.
More details
Job description of the head of a structural unit
I approve the General Director of JSC (LLC) Order No. ____________________ dated “__”_____________ 200 _ Job description of the head of a structural unit (department) ___________________________________________ (department name) 1. General provisions 1.1. The Head of the Department (hereinafter referred to as the “Department”) provides general management of the work of the Department and bears full responsibility for it. 1.2. The Head of the Department is appointed and dismissed from his position by the General Director of the Company. 1.3. The Head of the Department in his work reports directly to the General Director or, by his decision, to one of the Deputy General Directors of the Company. 1.4. In his work, the head of the Department is guided by the current legislation of the Russian Federation, the Regulations on the ______ Department, corporate regulations of the Company, orders and instructions of the General Director of the Company and this Job Description. 2. Rights 2.1. During absence (business trip, vacation, illness, etc.) transfer his functions to a deputy or a person temporarily performing his duties, after approval of the candidacy by the General Director of the Company. 2.2. Submit materials, draft decisions and other proposals for consideration by the Management Board of the Company on issues within the competence of the Department. 2.3. Receive from the heads of other structural divisions of the Company the information necessary to perform the tasks assigned to the Department. 2.4. Participate in meetings of the Management Board of the Company. 2.5. Make representations to the Company's administration on issues related to the work of the Department. 2.6. Submit for consideration by the Company administration proposals on rewarding employees of the Department and imposing disciplinary sanctions. 3. Job responsibilities 3.1. Organization of the work of the Department in accordance with the current legislation of the Russian Federation, constituent and other corporate documents of the Company, decisions of its collegial bodies, orders and instructions of the General Director, Regulations on the Department of the Company. 3.2. Carrying out general management and planning the work of the Department. 3.3. Ensuring coordination of the Department’s work and cooperation with other divisions of the Company. 3.4. Informing the employees of the Department about the decisions of the General Meeting of Shareholders (Investors), the Board of Directors and the Management Board of the Company. 3.5. Approval of documents falling within the competence of the Department. 3.6. Consideration of personnel issues in the Department, as well as the issue of improving the qualifications of Department employees. 3.7. Monitoring the quality and timeliness of performance of duties by employees of the Department. 4. Responsibility 4.1. The Head of the Department bears full responsibility for the quality and timeliness of fulfillment of the tasks assigned to the Department, as well as other responsibilities assigned to him by this Job Description. 4.2. If the above duties are not fulfilled to the specified extent and within the established time frame, as well as in case of violation of labor discipline, the head of the Department bears responsibility in accordance with the current legislation of the Russian Federation and corporate regulations of the Company (regulations, rules, instructions). I have read and agree with these Instructions __________________ ________ (full name) (signature) “__” _________________ year.
Other instructions in the section: - Job description of the secretary of the head of a pharmacy; — Job description of an engineer (specialist, expert) for repairs; — Job description of the head of the office.
Types of responsibility of the head of a separate division
Let us recall that a legal entity bears full responsibility for the activities of its separate divisions. The responsibility of the general director (as an official) for the activities of the branch can be civil, administrative and criminal.
Let us dwell in more detail on the types of responsibilities of the head of a separate division:
- Disciplinary . The head of a separate unit is responsible for what is included in his direct responsibilities. That is, you can only demand from him what is specified in the employment contract and job description. Accordingly, a manager can be brought to disciplinary liability for poor performance of his job duties if he does not do what is set out in the job description and employment contract.
Disciplinary responsibility of the head of the organization
- Material. The director of the branch cannot bear full financial responsibility, since this position is not included in. But you will have to compensate the damage in full if the head of the separate unit:
- deliberately spoiled the thing,
- broke something while under the influence of alcohol/drugs,
- disclosed a trade secret, lost valuables entrusted to him by a special agreement.
- Administrative . Thus, the head of a separate division (on a separate balance sheet) may be subject to administrative liability for deliberate concealment of income, violation of accounting procedures (or lack thereof), distortion of reports, failure to submit information to the tax authority (declarations, reports, balance sheets, calculations, etc.) .). Let us remind you that there are three ways to organize accounting: in-house accounting, an accountant under a service agreement, and outsourcing. We talked about how to outsource accounting here.
- Criminal . The head of a branch of an organization (and any separate division) can be held criminally liable for evasion of taxes and insurance premiums by distorting accounting information in documents, only in the case where the separate division maintains an independent balance sheet. It is clear that if such actions were committed by a group of people, then the measures will be more severe. In addition, the director of the separate entity, according to , will have to be responsible for using his powers contrary to the interests of the company for personal gain or in the interests of other persons, as a result of which the organization suffered significant damage.
Personnel audit. We will conduct a comprehensive check and help you quickly rectify the situation.
Example of a job description for a Branch Manager
Job Description of the Head of
a Separate Structural Unit (SSU)
1. General Provisions:
1.1. Appointment to the position of Head of the OSP and dismissal from it are made in accordance with the order of the General Director of LLC “A” (hereinafter referred to as the Company).
1.2. In his activities, the Head of the OSB reports directly to the General Director of the Company.
1.3. The activities of the Head of the OSP are regulated by this Instruction, instructions and orders of the General Director and the Legislation of the Russian Federation.
1.4. All employees of the OSP are subordinate to the Manager.
1.5. Persons with higher education and management experience may be appointed to the position of Manager.
2. Responsibilities:
2.1. Manages the economic and financial activities of OSP in the field of logistics, storage and sales of products under supply contracts, as well as transport and administrative services.
2.2. Provides:
— efficient use of material and financial resources, reducing their losses,
— acceleration of the process of turnover of invested funds,
— accounting of labor costs and timely payment of wages to OSP employees.
2.3. Organized by:
— participation of departments and services subordinate to him in drawing up long-term plans for the delivery, storage and sale of the Company’s products, for establishing direct and long-term relationships with regional buyers,
— work of warehouse facilities, creation of conditions for proper storage and safety of material assets,
— compliance with the company’s personnel policy in the field of staffing.
2.4. Takes measures:
— to expand the economic activities of the OSB,
— to ensure the fulfillment of tasks and obligations for the supply of the Company’s products to regional buyers (in terms of quantity, quality, assortment, timing and other terms of delivery),
— on the rational use of all types of transport,
— to improve the organization of loading and unloading operations.
2.5. Controls:
— logistics support for OSB,
— proper use of working capital and targeted use of financial credit,
— fulfillment of the plan for the sale of the Company’s products.
2.6. Manages the development of measures:
— on resource conservation and integrated use of material resources and valuables,
— to improve the economic performance of the OSB,
— to maximally equip the loading and unloading service with the necessary mechanisms and devices,
— to prevent overexpenditure of financial and material resources,
— addressing information security issues,
— to improve the moral and psychological climate in the team.
2.7. Supervises the work of departments and services subordinate to him.
3. Must know:
3.1. Resolutions, instructions, orders, other guidance and regulatory materials of higher and other bodies relating to the activities of the PCB,
3.2. Profile, specialization, features of the OSB structure,
3.3. Prospects for the technical and economic development of OSB,
3.4. The procedure for developing and approving plans for the economic and financial activities of the OSB,
3.5. The procedure for maintaining records and drawing up reports on the economic and financial activities of the OSB,
3.6. Organization of financial work, logistics, transport services and product sales,
3.7. Organization of loading and unloading operations,
3.8. The procedure for developing working capital standards, consumption rates and inventories,
3.9. The procedure for concluding and executing business contracts,
3.10. Economics, organization of production, labor and management,
3.11. Fundamentals of the Legislation of the Russian Federation,
3.12. Rules and regulations of labor protection, safety, fire protection.
4. Responsibility:
The head of the PCB is personally responsible for:
4.1. For the activities of the PCB as a whole and for the performance by individual employees of the functions defined in job descriptions;
4.2. For ensuring the uninterrupted operation of departments and services of the OSB in organizing the technological process of goods distribution;
4.3. For unreasonable overexpenditure of financial and material resources;
4.4. Financial responsibility for the safety of inventory items in the warehouse and in the OSP office;
4.5. For the timely provision of reliable information on the results of the work of the PCB;
4.6. For violation of norms and rules of labor protection, safety regulations, industrial sanitation and fire safety;
4.7. For the safety and confidentiality of information entrusted to him by the Company.
5. In case of production necessity, the company reserves the right to correct the job description.
If a company creates a branch, representative office or simply a separate division with stationary workplaces, then it is assumed that this structure is territorially separated from the main location of the company at its legal address. In such situations, the organization of the work process, as a rule, requires the construction of a certain hierarchy in the work team of such an OP. Of course, in addition to ordinary employees, a certain manager is also appointed to the structural unit. What powers does he have and what is the responsibility of the head of a separate unit? This will be discussed in our article.
Conclusion
The head of a separate unit bears disciplinary, material, administrative and criminal liability for his actions or inaction.
Criminal liability of the head of a branch of an LLC arises for evasion of taxes and contributions to state extra-budgetary funds.
The ability to hold a branch manager accountable depends on what is written in the job description and the employment contract.
The absence of a job description or its incorrect preparation leads to great difficulties in the event of the dismissal of a deputy due to dishonest performance of duties. A specialized company can assess the state of HR records; it will conduct a HR audit, identify problem areas and make recommendations.
