Calculation of compensation upon dismissal of the director. How to fire a CEO "for no reason. How is compensation paid to the director upon dismissal, if the contract does not contain a clause on its payment

04.07.2020

178 Labor Code Russian Federation(hereinafter - the Labor Code of the Russian Federation) upon termination of the employment contract in connection with the liquidation of the organization (clause 1 of part

1 st. 81 of the Labor Code of the Russian Federation) or by reducing the number or staff of the organization's employees (p. 2 hours

1 st. 81 of the Labor Code of the Russian Federation), the dismissed employee is paid severance pay in the amount of the average monthly salary, as well as the average monthly salary for the period of employment, but not more than two months from the date of dismissal (including severance pay).

In exceptional cases, the average monthly salary is retained by the dismissed employee for the third month from the date of dismissal by decision of the public employment service agency, provided that the employee applied to this agency within two weeks after dismissal and was not employed by him. Severance pay paid to an employee in the amount established by Art.

The exceptions are payments in the form of severance pay, average monthly earnings for the period of employment, compensation to the following categories of persons (para.

8 p. 3 art. 217 of the Tax Code of the Russian Federation): the head of the organization; deputy head; chief accountant.

So, if the transferred payments in total exceed three times (six times - for employees of the Far North and equivalent areas) the average monthly salary, then the excess amount is subject to personal income tax. According to the norms of the Labor Code of the Russian Federation, compensation is due to the head of the organization only on the condition that the basis for dismissal is the acceptance by the authorized body legal entity or by the owner of the property of the organization of a decision to terminate the employment contract with him (in the absence of guilty actions (inaction) on the part of the head) (Art.

Compensation upon dismissal of the chief accountant

dated 07/03/2018) (as amended.

and additional intro.

effective from 01.10.2018) the amount of payments in the form of severance pay, average monthly earnings for the period of employment, compensation to the head, deputy heads and chief accountant of the organization in the part exceeding in general three times the average monthly salary or six times the average monthly salary for employees, dismissed from organizations located in the regions of the Far North and equivalent areas; Articles, comments, answers to questions.

Compensation upon dismissal of the CEO

dated 07/03/2018) "On insurance contributions to the Pension Fund of the Russian Federation, the Social Insurance Fund of the Russian Federation, the Federal Compulsory Medical Insurance Fund" compensation to the head, deputy heads and chief accountant of the organization in the part exceeding three times the average monthly salary; Articles, comments, answers to questions.

Retirement Compensation CEO Guide to corporate disputes.

Compensation upon dismissal of the head

2 tbsp. 246 of the Labor Code of the Russian Federation.

the provisions of this chapter apply to the heads of organizations, regardless of their organizational and legal form and form of ownership. The exceptions are cases when the head is the only participant (founder), member of the organization, owner of its property, as well as cases when the management of the organization is transferred to the managing organization or entrepreneur.

The head of the organization means a person authorized to manage it, as well as to take actions on behalf of the organization to implement its rights and obligations.

Payment of golden parachutes: explanations of the RF Armed Forces

No. 56-FZ). The listed subjects can receive upon dismissal only their triple monthly earnings, no more.

This was done to exclude the possibility of paying top managers of companies with state participation unmotivated multimillion-dollar benefits (see, for example, Ruling of the Supreme Court of the Russian Federation No. 307-ES14-8853 of March 30, 2015).

Now it is allowed to limit judicial order the amounts of these payments and to the heads of all other organizations - on the basis of the Decree of the Plenum of the Armed Forces of the Russian Federation of June 2, 2015 No.

Calculation of the average monthly earnings for payment to the head of the organization of compensation in connection with the dismissal

139 of the Labor Code of the Russian Federation. According to Ch.

3 art. 139 of the Labor Code of the Russian Federation in any mode of operation, the calculation of the average wages of the employee is made on the basis of the wages actually accrued to him and the time actually worked by him for the 12 calendar months preceding the period during which the average wage is retained by the employee.

Sometimes employers are required to pay an employee upon dismissal not only salary for the time worked in the month of dismissal and compensation for unused vacation, but also other amounts.

It is with their calculation and payment procedure that difficulties often arise, since the Labor Code of the Russian Federation does not determine the exact procedure for either their calculation or their payment.

And if you do something wrong, there may be claims from the employee and the labor inspectorate if he complains there. Claims from inspectors cannot be avoided if the incorrect calculation of these payments leads to an underestimation of the taxable base for income tax, personal income tax and contributions.

What payments and when are due to the employee

Upon dismissal for some reason, the obligation to make payments and their amount depend on who is the employer - an organization or an entrepreneur.

TELLING THE EMPLOYEE

The employment agency will issue decision to receive earnings from the former employer for the third month employment, if within 2 weeks after the dismissal the employee applies to this body and he is not Art. 178 Labor Code of the Russian Federation.

If the employer dismisses employees due to the termination of activities and p. 1 h. 1 art. 81 of the Labor Code of the Russian Federation or downsizing or downsizing p. 2 h. 1 art. 81 of the Labor Code of the Russian Federation, then the severance pay and earnings for the period of employment of the dismissed employees are paid in the amount stipulated by the employment contract m Art. 307 of the Labor Code of the Russian Federation. If nothing is written in the contract with the employee, then nothing is paid at all. Cassation ruling of the Kirov Regional Court of 09/06/2011 No. 33-3185; Cassation ruling of the Khabarovsk Regional Court dated July 9, 2010 No. 33-4591; Definition of the Moscow Regional Court dated May 27, 2010 No. 33-8604.

Payments to employees upon dismissal for other reasons are the same for organizations and entrepreneurs.

severance pay

The Labor Code obliges to pay severance pay only upon dismissal for the following reasons.

Grounds for dismissal	Severance pay
Liquidation of an organization p. 1 h. 1 art. 81 of the Labor Code of the Russian Federation	Average monthly earnings for all employees except m Art. 178 Labor Code of the Russian Federation: seasonal workers who receive a severance pay equal to two weeks of average monthly earnings Art. 296 of the Labor Code of the Russian Federation; employees hired for a period of up to 2 months, who are paid severance pay in the amount established or local normative act or collective or labor agreement. If nothing is said in these documents about the amount of the severance pay, nothing should be paid about Art. 292 of the Labor Code of the Russian Federation
Reducing the number or staff of employees of the organization p. 2 h. 1 art. 81 of the Labor Code of the Russian Federation
Refusal of an employee to transfer to another job for medical reasons p. 8 h. 1 art. 77 Labor Code of the Russian Federation	Biweekly average earnings Art. 178 Labor Code of the Russian Federation
Conscription for military service (recruitment for alternative service) p. 1 h. 1 art. 83 of the Labor Code of the Russian Federation
Reinstatement at work by a court decision or labor inspection of an employee who previously performed this work for p. 2 h. 1 art. 83 of the Labor Code of the Russian Federation
Refusal of an employee to transfer to work in another area together with the employer p. 9 h. 1 art. 77 Labor Code of the Russian Federation
Recognition of an employee as completely incapable of labor activity according to medical opinion p. 5 h. 1 art. 83 of the Labor Code of the Russian Federation
Refusal of the employee to continue work in connection with a change in the terms of the employment contract for reasons related to changes in organizational or technological working conditions p. 7 h. 1 art. 77 Labor Code of the Russian Federation
Violation through no fault of the employee of the rules established by law for concluding an employment contract, if this excludes the possibility of continuing his work and there is no possibility of transferring him to another job p. 11 h. 1 art. 77 Labor Code of the Russian Federation*	Average monthly earnings Art. 84 of the Labor Code of the Russian Federation

* Such violations include cases of concluding an employment contract with persons and Art. 84 of the Labor Code of the Russian Federation:

who are deprived by a court verdict of the right to hold certain positions or engage in certain activities;
which according to medical indications specific work is contraindicated;
who do not have a document on education, and according to the legislation, the performance of work requires special knowledge;
who are disqualified, deprived of a special right or expelled from the Russian Federation;
who are dismissed from the state or municipal service, if restrictions on their involvement in labor activity are established by law;
who are prohibited by law from engaging in certain types of work (for example, minors cannot be accepted for harmful work at Art. 265 of the Labor Code of the Russian Federation).

Severance pay is a payment for the very fact of dismissal. Therefore, it must be paid to the employee on the day of dismissal. Part 4 Art. 84.1, art. 140 of the Labor Code of the Russian Federation. The basis for its payment is an order that indicates the appropriate reason for dismissal. There is no need to issue a separate order for the payment of benefits.

Earnings for the period of employment

This payment is due only to employees dismissed from organizations on two bases Art. 178 Labor Code of the Russian Federation:

in case of liquidation of the organization;
in the event of a reduction in the number or staff of employees.

Category of workers	For what period is the average monthly salary paid?
Seasonal workers	Not paid
Employees hired for up to 2 months	Not paid
part-timers	Not paid
Persons working in the regions of the Far North and equivalent areas	Until the moment of employment, but no more than 6 months after the dismissal, I Art. 318 of the Labor Code of the Russian Federation
Other workers	Until the moment of employment, but no more than 3 months after the dismissal, I Art. 178 Labor Code of the Russian Federation

After the first month after the dismissal, the former employee nothing is paid because severance pay has already been paid on the day of dismissal articles 178, 318 of the Labor Code of the Russian Federation.

Earnings for the period of employment should provide the laid-off workers with financial support after the dismissal, provided that they did not immediately find another job. Therefore, it is paid only after the employee confirms that he has not yet settled in a new job.

Sometimes an employee (especially during the liquidation of an organization) is paid earnings for the period of employment immediately on the day of dismissal, without waiting for confirmation that the employee has not found a job. Such a payment is not economically justified, since the employer does not have evidence confirming its validity. Art. 252 Tax Code of the Russian Federation.

What documents must be required from a former employee to pay earnings for the period of employment depends on the month for which he is paid after dismissal.

Period	The amount of the payment and the documents on the basis of which it is paid articles 178, 318 of the Labor Code of the Russian Federation
After the second month after dismissal for ordinary employees	Average monthly income written statement; work book**, in which there is no record of admission to a new job
After the second and third months after the dismissal for persons working in the regions of the Far North and equivalent areas
After the third month after dismissal for ordinary employees	Average monthly income, if former employee will present: written statement; work book* without a record of admission to a new job; decision of the employment authority to maintain the average wage for the third (fourth, fifth, sixth) month after dismissal
After the fourth, fifth and sixth months after dismissal for persons working in the regions of the Far North and equivalent areas

* If the former employee gets a job before the expiration of the second or subsequent months after the dismissal, then the average monthly salary must be paid to him in proportion to the "unemployed" period on the basis of a written application and a copy of the work book certified at the new place of work articles 178, 318 of the Labor Code of the Russian Federation.

** A copy must be made of it, certified and stored.

An employee can apply for this payment at any time, even a year after the dismissal.

Early termination compensation

TELLING THE EMPLOYEE

If a organization located in the process of liquidation but also not excluded from the Unified State Register of Legal Entities, For earnings retained for the period of employment, the employee must apply to the liquidation commission as soon as possible. Indeed, after the exclusion of the organization from the Unified State Register of Legal Entities, it will no longer be possible to receive this payment.

In case of liquidation of the organization or reduction of its number or staff, the employer is obliged to notify employees in writing of the upcoming dismissal at least 2 months in advance and Part 2 Art. 180 of the Labor Code of the Russian Federation. At the same time, with the consent of the employee, the employment contract with him can be terminated before the expiration of the notice of dismissal with the payment of additional compensation, in addition to the severance pay and average earnings retained by the employee for the period of employment.

The amount of additional compensation is determined based on the average monthly salary of the employee, in proportion to the time remaining before the expiration of the warning period. Part 3 Art. 180 of the Labor Code of the Russian Federation. For the organization, the payment of such additional compensation is not entirely beneficial, because the employee will receive it not for work, but for agreeing to early dismissal.

Compensation for top managers

The Labor Code provides for special compensation upon dismissal and Art. 181, paragraph 2 of Art. 278, art. 279 of the Labor Code of the Russian Federation:

in connection with the change of the owner of the property of the organization - for its head, his deputies and the chief accountant.

Change of ownership of the organization's property - these are, in particular:

privatization of state or municipal property a Art. 1 of the Law of December 21, 2001 No. 178-FZ;
transition to state property property owned by the organization paragraph 2 of Art. 235 of the Civil Code of the Russian Federation;
sale of the enterprise as a property complex articles 559-566 of the Civil Code of the Russian Federation.

There is no change in the ownership of the property of the organization when changing the composition of participants in an LLC or JSC paragraph 1 of Art. 66, paragraph 3 of Art. 213 of the Civil Code of the Russian Federation; paragraph 32 of the Resolution of the Plenum of the Supreme Court of March 17, 2004 No. 2;

without explaining the reasons - for the head of the organization in the absence of guilty actions on his part.

Compensation to top managers must be paid on the day of dismissal in the amount of at least three monthly earnings in Art. 181, paragraph 2 of Art. 278, art. 279 of the Labor Code of the Russian Federation. Severance pay and average monthly earnings for the period of employment in these cases are not paid to top managers.

Other payments upon dismissal

An employment or collective agreement may provide for payments to a dismissed employee on other grounds, as well as increased payments upon dismissal in the cases established by the Labor Code of the Russian Federation x articles 178, , 279 of the Labor Code of the Russian Federation.

Calculation of payments upon dismissal

The settlement period for all these payments, including for the average earnings retained for the second and subsequent months of the employment period, is the same. This is 12 calendar months before dismissal. Moreover, if you dismiss an employee on the last day of the month (that is, this is the last day of work for the employee), then this month is included in the billing period. If the dismissal is made on any other day of the month, then the billing period is 12 calendar months before the month in which the employee was dismissed Art. 139 of the Labor Code of the Russian Federation; clause 4 of the Regulations, approved. Decree of the Government of December 24, 2007 No. 922 (hereinafter referred to as the Regulation).

The calculation of payments upon dismissal is not affected in any way by the remuneration system used in the organization: salary, piecework, based on hourly, daily or monthly tariff rates.

Under the usual accounting of working time, payment is subject to working days for the months after the dismissal on a five-day or six-day working week, depending on the operating mode of the organization, falling on the paid period, that is, for a specific month after the dismissal clause 9 of the Regulations. At the same time, the severance pay paid on the day of dismissal must be calculated for the working days falling on the first month after the day of dismissal.

To calculate the severance pay (earnings for the period of employment), the average monthly earnings in this case can be calculated using the formula e

1. Upon dismissal under paragraph 2 of Art. 278 of the Labor Code of the Russian Federation to the head, in accordance with Art. 279 of the Labor Code of the Russian Federation, compensation must be paid in the amount determined by the employment contract, but not less than three times the average monthly salary. Since, in the case under consideration, employment contract with the CEO, the amount of compensation for this situation is not defined; upon dismissal, the CEO should be paid an amount in the amount of three times the average monthly salary.

Article 139 of the Labor Code of the Russian Federation establishes a unified procedure for calculating the amount of average earnings for all cases when it must be determined in accordance with the norms of the Labor Code of the Russian Federation (payment of vacation pay, business trip and other cases). Calculation of the average monthly earnings when paying compensation to the manager on the basis of Art. 279 of the Labor Code of the Russian Federation is no exception and is also produced according to the rules established by Art. 139 of the Labor Code of the Russian Federation and the Regulations on the peculiarities of the procedure for calculating the average wage, approved by Decree of the Government of the Russian Federation of December 24, 2007 No. 922.

It should be noted that this guarantee is valid only in the absence of guilty actions (inaction) on the part of the manager. The resolution of the Constitutional Court of the Russian Federation dated March 15, 2005 No. 3-P notes that the dismissal of the head under paragraph 2 of Art. 278 of the Labor Code of the Russian Federation for the commission of guilty actions (inaction) cannot be carried out without specifying specific facts indicating the unlawful behavior of the head, his fault, without observing the procedure established by law for applying this measure of responsibility, which in the event of a dispute is subject to judicial verification.

Thus, given the said decision, the head of the organization, dismissed under paragraph 2 of Art. 278 of the Labor Code of the Russian Federation, is not entitled to compensation if the dismissal is made in compliance with the provisions of Art. 193 and 195 of the Labor Code of the Russian Federation of the procedure for applying disciplinary action. Arbitrage practice confirms this conclusion (determination of the Supreme Court of the Russian Federation of 03.03.2005 No. 5-В05-156, the decision of the Presidium of the Moscow regional court dated October 15, 2008 No. 565).

2. The procedure for filling out work books is established by the Rules for maintaining and storing work books, preparing work book forms and providing employers with them, approved by Decree of the Government of the Russian Federation of April 16, 2003 No. 225 “On work books” (hereinafter referred to as the Rules), as well as Instructions for filling out work books approved by the Decree of the Ministry of Labor of Russia dated October 10, 2003 No. 69 (hereinafter referred to as the Instruction).

Taking into account the requirements of clause 5.5 of the Instructions, the wording of the entry in the work book (and, consequently, in the dismissal order) should be as follows: “Dismissed in connection with the decision by the authorized body of the legal entity to terminate the employment contract, clause 2 of Article 278 of the Labor Code of the Russian Federation ".

According to clause 10 of the Regulations, all entries in the work book, including the record of dismissal, are made on the basis of the relevant order. Paragraph 5.1 of the Instruction establishes that the details of the order (instruction) or other decision of the employer are entered in the column “Name, date and number of the document on the basis of which the entry was made” of the work book. Thus, in the work book, it is the relevant order (instruction) of the employer, and not the protocol of the general meeting of participants, that is indicated as the basis for the dismissal of the employee.

3. The dismissal order must be drawn up according to the unified form of the order (instruction) on the termination (termination) of the employment contract with the employee (dismissal) (form No. T-8), which was approved by the Decree of the State Statistics Committee of the Russian Federation dated 05.01.2004 No. 1 1. According to the instructions for filling out the form No. T-8, the order is drawn up by the employee personnel service signed by the head of the organization or a person authorized by him.

The General Director, without a power of attorney, acts on behalf of the company, including approves the states, issues orders and gives instructions that are binding on all employees of the company (clause 3, article 40 of the Federal Law of 08.02.1998 No. limited liability"). It seems obvious that the CEO has these powers at all times, including on the last day of work.

Thus, the CEO has the right to sign the order on his dismissal on the last day of work. In the event that on this day the general director for some objective reasons (for example, due to temporary disability) did not work or did not sign the order on his dismissal, this can be done by a person authorized by him to sign such orders.

1 From January 1, 2013 application unified forms documents is optional, companies can approve and use their own forms.

is a special guarantee provided to the employee in the event of termination of the contract under paragraph 2 of part 1 of Art. 278 of the Labor Code of the Russian Federation. Termination labor relations on this basis, it can be initiated by the founder at any time, regardless of the period for which the agreement was concluded and what is the reason for the termination of the employment relationship. We will talk about providing compensation of this kind in our article.

Who is entitled to compensation upon dismissal by decision of the founder?

Payment upon termination of the contract by the will of the founder is due to the head of the organization - the director, general director or the sole executive body of the unitary / state-owned enterprise (clause 2 of article 278, article 349.3 of the Labor Code of the Russian Federation, paragraph 2 of clause 1 of the resolution of the Supreme Court of the Russian Federation No. 21 of 02.06. 2015). Only these employees can be dismissed by the decision of the founder of the organization - for other employees given ground termination of employment does not apply. The leader, according to the definition given in Art. 273 of the Labor Code of the Russian Federation, is an individual who, under the terms of regulatory acts of the federal, regional, municipal and local levels, solely performs the functions of the executive body of a legal entity.

An exception to the application of the rules of art. 278 of the Labor Code of the Russian Federation (dismissal of the head by decision of the founder) and Art. 279 of the Labor Code of the Russian Federation (guarantees for dismissal on such grounds) are cases where:

the sole founder is the sole executive body of the legal entity;
the functions of the head are entrusted to the management company.

The procedure for the dismissal of the CEO by decision of the founder

Completion of labor relations with the director at the initiative of the founder occurs in the following order:

The competent entities agree on the decision on the forthcoming dismissal of the director.
A dismissal order is issued.
Documents are being prepared in the Unified State Register of Legal Entities on changes.
Records are made in the work book and personal card.
Salaries and compensations are paid.

Thus, the procedure for terminating the contract must be observed, in general view enshrined in Art. 84.1 of the Labor Code of the Russian Federation. Violation of the above rules will allow the employee to be reinstated in his position. In addition, it is impossible to end an employment relationship during a vacation or a period of disability for an employee (paragraph 50 of the Resolution of the Plenum of the Armed Forces of the Russian Federation dated March 17, 2004 No. 2).

Termination of an employment agreement with a director without complying with the payment condition is a violation of the rules for terminating an employment relationship with an employee, which gives him the full right to recover both the compensation itself and compensation for non-pecuniary damage (definition of the Supreme Court of the Russian Federation of December 14, 2012 No. . However, this violation is not always sufficient for reinstatement (paragraph 1, clause 10 of the resolution of the Supreme Court of the Russian Federation of 06/02/2015 No. 21).

Don't know your rights?

Rules for calculating compensation upon dismissal of the CEO

There are several rules for calculating compensation for a dismissed CEO:

The payment is calculated based on the amount average salary per day (clause 9 of the regulation on the calculation of the average salary, approved by the government decree "On the features of the procedure for calculating ..." dated December 24, 2007 No. 922). According to the provisions of h. 3 Article. 139 of the Labor Code of the Russian Federation, the average daily income is equal to the division of annual income by the number of days that the employee actually worked.
When calculating compensation, incentive payments are taken into account (clause 15 of the above Regulation).
The calculation excludes periods in which the employee retained the right to the average salary ( maternity leave, maternity leave, etc.).

To calculate the average daily income, one should:

Calculate all wages received for the billing period (the last 12 calendar months).
Using the production calendar, taking into account periods of illness, etc., determine the number of days actually worked by the employee for the billing period.
Divide the total salary for 12 months by the number of days actually worked.

Then you should calculate the average monthly earnings by multiplying the average salary per day by the number of working days in a month by production calendar. Further, since the minimum amount of compensation is equal to 3 times the average monthly earnings, to determine the amount of compensation, it is necessary to multiply the result by 3.

Thus, in general, the calculation formula looks like this:

The amount of compensation upon dismissal of the CEO \u003d Total salary for 12 months / Number of days actually worked for the period × Number of working days in a month according to the production calendar × 3

The amount of compensation upon dismissal of the CEO

The legislator does not specify what size should be compensation upon dismissal of the CEO(such conditions are part of the employment agreement), but Art. 279 set the minimum compensation limit - three times the average monthly earnings. If the compensation is less, the employee has the right to recover the difference. So, the Chelyabinsk Regional Court, satisfying the claim for recalculation of compensation in favor of the plaintiff, indicated that the payment upon termination of the contract in a smaller amount would not meet the requirements of Art. 279 of the Labor Code of the Russian Federation (determination of August 25, 2016 in case No. 11-12345/2016).

Practice shows that in the absence of conditions on the amount of compensation in the employment contract, the payment is most often established in minimum size established by law (decision of the Sovetsky District Court of Nizhny Novgorod dated October 24, 2016 in case No. 2-6691/2016). At the same time, the Supreme Court of the Russian Federation determined that the maximum amount of compensation should be reasonable and cannot affect the interests of other employees (paragraph 2, clause 11 of Resolution No. 21). Also, the terms of the employment contract on payment cannot contradict local regulations(appellate ruling of the Omsk Regional Court dated November 2, 2016 in case No. 33-10736/2016).

Nevertheless, for some categories of employees, compensation is determined exactly at a 3-fold amount. By virtue of h. 1, 2 Article. 349.3 of the Labor Code of the Russian Federation, these include persons holding senior positions in state-owned companies, corporations, state-owned enterprises, funds of the Russian Federation, unitary enterprises.

The amount can also be established by the court, taking into account the circumstances specified in clause 12 of Resolution of the Supreme Court of the Russian Federation No. 21:

duration of work in the position held;
the size of the salary;
the moment of termination of the employment agreement (more precisely, its distance from the date of expiration of the termination of the employment relationship).

Thus, when determining the amount of compensation, the court takes into account many indicators: the duration of work, the amount of wages, etc.

At the present time - the time of new technologies, new solutions and changes, in Russia, like "mushrooms after the rain", small and large companies. Putting a CEO at the head of the company, we not only do not think about the consequences of such an appointment, we really expect that for this person the business of the company will become part of his life. What if it didn't happen? What to do if you don’t have “paper” reasons for the CEO - and the desire to change the leader has real grounds for you?

The status of the head of an organization is different from the status of an ordinary employee.
On the relationship between the Company and the General Director Labor law applies only to the extent not inconsistent with the provisions of:

Law on Joint Stock Companies. And the general meeting of shareholders has the right at any time to decide on the early termination of the powers of the managing organization or manager (clause 4, article 69 of the Law "On joint-stock companies"dated December 26, 1995 N 208-FZ).
Law on Limited Liability Companies. The general meeting of participants in a limited liability company has the right to terminate the powers of the general director at any time, even before the expiration of his powers specified in the charter of the company and the employment contract with the head (paragraph 2 of article 33 of the Law of February 8, 1998 N 14- Federal Law "On Limited Liability Companies").

Labor legislation confirms the above norms, without denying the grounds for non-causal termination of an employment contract with a manager (clause 2, article 278 of the Labor Code of the Russian Federation).
The courts, in turn, also take the side of the owner, arguing that they are only entitled to assess compliance with the procedure for terminating the employment contract.

Guarantees and compensation upon dismissal of the head.

But is everything so optimistic for some and completely infringes on the rights of others? Very often, the reasons for the dismissal of managers really deserve attention.
Labor legislation protects the rights of the manager, providing the latter with many guarantees upon dismissal. In addition to the standard payments upon dismissal of an employee, in the event of termination of the employment contract with the head, in the absence of guilty actions (inaction), he is paid "director's" compensation (Article 279 of the Labor Code of the Russian Federation).

At the same time, an indication of the payment of the amount of compensation must be reflected in the decision to dismiss the general director.

The minimum amount of compensation is determined as follows:

Compensation requirements:

determined by the employment contract;
cannot be below the minimum size

For example, there are companies that determine the amount of compensation in the amount of an annual salary, calculated by multiplying the average monthly earnings by twelve months, which does not contradict the requirements of the law.

What if the employment contract with the manager does not contain conditions for the payment of compensation and its amount?

Interpretation of Part 2 of Art. 424 of the Labor Code of the Russian Federation is as follows: if legal relations arose before the entry into force of this provision of this Code, then it applies to those rights and obligations that arise after its entry into force. Therefore, even in this case, the owner is not released from the obligation to pay this compensation.

Will it save from dismissal, presented by the head,?

The prohibition on layoffs while on sick leave or vacation does apply to the dismissal of any employee, including directors, for any reason. But in paragraph 14 of Article 81 of the Labor Code of the Russian Federation there is a reference to other federal laws. And since, in the aforementioned Federal Laws N 208-FZ "On Joint-Stock Companies" and N 14-FZ "On Limited Liability Companies" there is no mention of a ban on the termination of the powers of a manager who has a sick leave (disability certificate) or is on vacation.
Many companies are guided by just such an interpretation of the law: managers can be fired at any time.
However, in our opinion, this is a hasty decision. The procedure for dismissal is such that it is the order that releases the employee from his position. And it is on the basis of the order that entries are made in the work book of the dismissed employee. Therefore, decide on early dismissal in relation to the head, the appropriate body (person) may at any time. But it is impossible to dismiss the head during the period of his temporary disability or vacation.