Other contracts with a recalled board member must also be terminated

Appointment of a given person to the management board of a limited liability company means establishing an organizational relationship with such person. Owing to this, a member of the management board can, for example, represent the company. However, what are the consequences of concluding additional contracts with such a person?

A limited liability company and a member of the management board – apart from the appointment – may decide to conclude an additional contract. An obligation relationship is thereby established. Legal regulations leave the possibility of choosing terms, on which a given person will provide services to the company. Attention to this issue was drawn in the judgment of the Court of Appeal in Białystok of 6 December 2018 (file reference number I ACa 637/18). As was emphasized, the management of the company can be exercises on the basis of, for example, a management contract, contract of mandate, employment relationship or only on the basis of an organizational relationship (i.e. appointment to the management board).

An article by Marcin Borkowski, Ph.D. in Dziennik Gazeta Prawna.

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