The formation and competence of the management bodies of the LLC as a legal entity are determined by applicable law and constituent documents. The Civil Code is the fundamental basis for all civil law relations, the constituent documents can have a significant impact on the will and will of the company, but the psychology and knowledge of the individual are crucial.
Corporate plans and reality
A rare business does without fantastic plans. Even the creation of an enterprise for the production of matches or a roadside cafe prior to the registration procedure of a legal entity and the beginning of activity allows the founders to formulate ideas for successful development.
The euphoria and expectation of quick success ends with the moment of state registration, tax registration, the passage of mandatory technical, fire, sanitary and other regulations, which the law of the Russian Federation explicitly or implicitly indicates, which are not the law, but the formation of the business has a real impact appropriate governing bodies and specify their competence.
In theory, there are only two options for implementing the social form of company management:
- one-man;
- collegial.
In real practice and according to the legislation, there are much more social management options, and what prevails in each of them: individuality, collegiality, or the amount of participation in the authorized fund is a moot point, but, most important: controlled. Echo always remains - by whom?
The reality of the business is not fully determined by law, but the business is required to take into account the provisions of the current legislation as accurately as possible.
Business takes into account something through the knowledge and understanding of people holding certain positions, bearing specific responsibilities, and having the ability to change their understanding of the situation and behavior in it.
Governing bodies "under the law"
The first significant circumstance:
- elected governing body;
- Assigned option: LLC person, LLC management bodies.
General (or simply director), head of division, director of direction (commercial, technical, financial, advertising, technology), chief accountant, auditor-inspector, auditor, head of security, etc. - solely carry out their managerial functions. With each such person, there may be a collegial decision-making body or an executive work collective, usually appointed by that person.
Almost any organization regulates the legal status of each governing body with its own regulatory act. If there is no such provision or job description, the legislation or established practice applies.
Personality and company management
Management activity is directly related to personality psychology. Any collegial governing body also appeals to the decision of the individual. In relation to the elected members of the board, representatives of the general meeting, proxies, the will of a particular person, for example, the founder, is always present.
In cases where the founder is an enterprise or public non-profit education, you can always determine the will of a particular person or the effect of objective circumstances.
The legislation does not attach particular importance to the names: in LLC management bodies can be designated as it pleases its founders, but competence and functions should be distributed so that the functioning of a particular enterprise is in the current legal space.
The company should be managed by a director, it should have a chief accountant, a general meeting should be convened, a board should exist, the rights of workers should be protected (but not necessarily a full-fledged trade union committee).
The legal scheme of organization of management at the enterprise is specified in detail in the legislation, and each company is obliged to form its correct (developing) legal space by its correct construction.
Governing bodies "by founders"
If you do not take into account the management bodies of the LLC with the sole founder, confident in what exactly he wants to achieve by creating his own company, then there are always two forms of creation and functioning of a legal entity:
- the founder has invested finances (property) and expects net profit;
- the founder has invested and is directly involved in the activities of the company.
In the first case, the expression of will is determined by hired executives in the most free form. There is only one condition - maximum profit with a minimum of problems.
In the second case, the founders directly manage all processes, even if none of them occupies any of the leading positions of the LLC.
Both cases are endpoints along the line of complexity of organizing company management from zero to infinite, intriguingly confusing.
The greater the actual power of a real employee and the less likely to make their own decisions (fulfilling the instructions of the founders is an unconditional obligation), the lower the level of trust in the company from partners, consumers and their own workers who fall into the meat grinder of the interests and dismantling of the founders.
If all the obligatory governing bodies in the LLC exist and function independently, and the participation of the founders is limited by making their own decisions within their competence and sharing of profits, then the company is guaranteed success, if, of course, both the employees and the managers of the enterprise wish this, and the founders do not interfere to this.
The structure and semantics of the management process
There is always a company option with a chairman, that is, a person appointed by the founders to materialize their will: a director without the right to make his own decision.
By law, this is completely unacceptable. Everyone is always responsible for their own decisions and actions. Fulfilling the will of another person is fraught with dangerous consequences.
In reality, any director seeks to entrust the fulfillment of obligations and responsibility to his employees; in the overwhelming majority of cases there is no need to talk about the founders: everyone seeks to oblige the hired manager to fulfill any oral assignment, and in case of problems, to quickly find the culprit and punish him.
Guilt and management are related aspects of every step of the company. The regulator between the sole and collective decision is determined by the specific social infrastructure at the enterprise.
But not every founder, not every hired manager can realize his will against the will of an employee who has nothing to do with management. The issue is not sabotage, refusal to work, but the employee’s arguments.
You can always dismiss, but it doesn’t always make sense: most often, the management method through dismissal is a sign of the manager’s inferiority, the founder’s dishonesty and objective confirmation: you can manage from anywhere in the world, knowledge would be sufficient for this.
Knowledge and competency
The arguments of the LLC employee and the management bodies of the LLC are always in a state of struggle. The sharper the “power struggle” regarding the decision to be taken, the more promising the company or its collapse.
The calm implementation of the instructions of the management (by the director from the founders, the employee from the director or other managers) means stability, a smooth production process and lack of development. In practice, if the legal entity has been in this state for a long time, you will not have to expect success: everything will be peacefully finalized to retirement and disappear.
Knowledge gives an objective idea of what the structure of an LLC as a subject of rights and obligations in a particular socio-economic sphere is. If this idea is formulated and understood by management so naturally that it is perceived positively by the labor collective, then this is a positive component, and the company is calmly moving forward.
The leader must be competent, he must have good knowledge, a good education and work experience in his current position.
If the LLC structure is created by the employees of the company, the situation outside the decisions made by the management, and, therefore, the situation is not understood by the management, it cannot be managed by them.
A ship cannot sail correctly if it does not feel its size, engine, and does not see how it is sailing and where.
Company path
It always starts with an idea and interested individuals. Formation of a legal entity is an attempt to bring an idea to life, translate something into reality. The structure of an LLC or other legal entity, put on paper at the beginning of the journey, will not be such in the first week of the existence of the company.
Do not stop there. It should not be taken on faith either what started, nor how the LLC worked, how the management bodies did not cope with the first task. Do not immediately close the company and dissolve the governing bodies. Work should be done on the bugs.
If the errors started immediately, then they will be less later. If everything went smoothly right away, you need to wait for surprises around the first corner.
Business in the stormy sea of socio-economic relations should always play according to the notes of the current legislation, pursuing socially useful goals. This is the strongest argument for survival and the most promising management scheme for a prosperous company.