Corporate Management Agreement Template for Belgium

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Key Requirements PROMPT example:

Corporate Management Agreement

"I need a Corporate Management Agreement under Belgian law for appointing a management company to provide CEO services to our technology startup, with particular emphasis on performance-based compensation and protection of intellectual property rights."

Document background
The Corporate Management Agreement serves as the primary contractual framework for engaging corporate managers in Belgium, whether through individual appointments or management companies. This document is essential when companies wish to establish a clear self-employed management relationship, distinct from employment arrangements, and is particularly relevant for board members, managing directors, and executive committee members. The agreement must comply with Belgian corporate law, particularly the Companies and Associations Code, while addressing tax implications, social security considerations, and corporate governance requirements. It's commonly used in both domestic Belgian companies and Belgian subsidiaries of international groups, requiring careful consideration of local legal requirements and business practices.
Suggested Sections

1. Parties: Identification of the company and the management entity/individual

2. Background: Context of the agreement and appointment basis

3. Definitions: Key terms used throughout the agreement

4. Appointment and Term: Scope of management position, duration, and renewal terms

5. Management Duties and Responsibilities: Detailed description of management services and authority level

6. Time Commitment: Expected time dedication and availability requirements

7. Remuneration and Benefits: Management fees, payment terms, and any additional benefits

8. Expenses: Policy on business expenses and reimbursement

9. Independence and Status: Confirmation of self-employed status and independence

10. Compliance and Corporate Governance: Obligations regarding corporate governance code and regulatory compliance

11. Confidentiality: Protection of company confidential information

12. Intellectual Property: Ownership and rights to work products and innovations

13. Termination: Grounds for termination and notice requirements

14. Post-Termination Obligations: Continuing duties after agreement end

15. Governing Law and Jurisdiction: Confirmation of Belgian law application and dispute resolution

Optional Sections

1. Non-Compete and Non-Solicitation: Restrictions on competitive activities and client/employee solicitation - include when protecting business interests is crucial

2. Insurance: Requirements for professional liability insurance - include for high-risk sectors

3. Performance Metrics: Specific KPIs and evaluation criteria - include for performance-based arrangements

4. Group Company Provisions: Services to affiliated companies - include for group structures

5. Shareholding Requirements: Share ownership obligations - include for executive directors

6. Representation Powers: Specific powers of representation - include for managing directors

7. Alternative Management: Provisions for alternate manager appointment - include for management companies

Suggested Schedules

1. Schedule 1 - Service Description: Detailed outline of management services and responsibilities

2. Schedule 2 - Remuneration Structure: Detailed breakdown of fees, bonuses, and benefits

3. Schedule 3 - Company Policies: Key corporate policies applicable to management

4. Schedule 4 - Expense Policy: Detailed rules for expense claims and reimbursement

5. Schedule 5 - Group Companies: List of affiliated companies covered by the agreement

6. Appendix A - Board Resolution: Copy of board resolution approving the management appointment

7. Appendix B - Powers of Attorney: Specific management powers and authority limits

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Clauses
Relevant Industries

Financial Services

Technology

Manufacturing

Professional Services

Retail

Healthcare

Real Estate

Energy

Telecommunications

Construction

Transportation and Logistics

Media and Entertainment

Relevant Teams

Legal

Human Resources

Finance

Corporate Governance

Compliance

Board Secretariat

Executive Office

Risk Management

Internal Audit

Relevant Roles

Chief Executive Officer

Managing Director

Executive Director

Board Member

Chief Financial Officer

Chief Operating Officer

Country Manager

General Manager

Executive Committee Member

Regional Director

Business Unit Director

Non-Executive Director

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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