Under normal circumstances, the legal representative of our company and I also need to sign corresponding contracts with the company. Under normal circumstances, no one has the right to sign some economic transaction contracts privately. Regarding whether it is effective for the chairman to sign privately through the contract, we can sort out the answer through consultation. Let's look down with questions.
1. Is it valid for the chairman to sign the contract privately?
As long as it is signed as a company legal person, it is legally binding.
2. Does the legal representative of the company need to sign a contract with the company?
A labor contract refers to an agreement between a laborer and an employer to establish a labor relationship and clarify the rights and obligations of both parties. The labor contract is only for natural persons, and the company legal person is the symmetry of natural persons. It is an organization that has civil rights and capacity for civil conduct, enjoys civil rights and undertakes civil obligations independently according to law, and is a legal person of social organizations. Therefore, the legal representative and the enterprise do not need to sign labor contracts.
Third, the difference between a company as a legal person and its legal representative.
Company legal person and legal representative are two different legal concepts, and some litigants often confuse their meanings. There is a difference between the two. The specific differences are as follows:
(1) The concepts of the two are different: the legal representative generally refers to a person who holds a certain position according to the internal articles of association of a legal person or is appointed by the legal representative to exercise civil rights and obligations on behalf of a legal person. It is not an independent legal concept. Legal representative is a clear legal concept, which refers to the person in charge who exercises functions and powers on behalf of the legal person in accordance with the provisions of the law or the articles of association of the legal person. If there is no full-time person, the deputy in charge of the work shall serve as the legal representative, and if there is a legal person with a board of directors or a legal person without a chairman, the responsible person authorized by the board of directors shall serve as the legal representative.
(2) The two are produced in different ways: the legal representative is produced according to the authorization of the legal representative, and the legal representative cannot be produced without the authorization of the legal representative, while the legal representative is appointed by the superior according to law or elected by the enterprise authority according to legal procedures.
(3) The number of members of the two groups is different: as the subject of civil rights, a legal person can have more than one legal representative, while a legal person has only one legal representative to independently exercise its functions and powers on behalf of the legal person.
(4) The authority of the two is different: the legal representative's external exercise of power is limited by the legal representative's authorization, and he can only carry out activities on behalf of the legal person within the scope of duties authorized by the legal representative, and his behavior is not the legal person's own behavior, but has direct legal effect on the legal person; The legal representative has the right to directly exercise his functions and powers on behalf of the legal person within the scope of functions and powers prescribed by law.
(5) The legal procedures for change are different: there is no certain procedure for the legal representative to change, and he does not need to register; The legal representative is one of the items that a legal person should register, and it is a necessary procedure stipulated by law. If there is any change, the legal representative shall be registered in time. The chairman must be a shareholder, and the method for selecting the chairman and vice chairman shall be stipulated in the articles of association. The legal representative of the company shall be the chairman, executive director or manager in accordance with the articles of association, and shall be registered according to law, and may not necessarily be a shareholder.
The above is my detailed answer to the question whether the chairman's private contract is effective. When dealing with some contracts in China, it must be handled according to the actual situation, and for the legal representative of our company, it is necessary to negotiate with others when signing the contract.