Managing Director Contract Template for Belgium

The Managing Director Contract is a crucial document used when appointing senior executive leadership in Belgian companies. It serves as the primary agreement defining the legal relationship between the company and its Managing Director, incorporating requirements from the Belgian Companies and Associations Code, Corporate Governance Code, and relevant employment regulations. This document is essential for both listed and private companies in Belgium, providing clear parameters for authority, duties, remuneration, and liability. It differs from standard employment contracts due to its corporate law focus and specific provisions for director's duties, while still addressing social security and tax implications unique to the Belgian context. The contract typically includes comprehensive terms about corporate governance, strategic responsibilities, and protection of company interests.

1. Parties: Identification of the company and the managing director, including their full legal details and registered addresses

2. Background: Context of the appointment, including company structure and reason for appointment

3. Definitions: Key terms used throughout the agreement, including specific Belgian legal terminology

4. Appointment and Term: Formal appointment as managing director, duration of mandate, and renewal provisions

5. Duties and Responsibilities: Detailed description of the director's role, authority limits, and corporate responsibilities under Belgian law

6. Time Commitment: Expected time dedication and provisions regarding other professional activities

7. Remuneration: Base compensation, bonus structure, and benefits package

8. Corporate Governance: Compliance with Belgian Corporate Governance Code and internal governance rules

9. Reporting Obligations: Requirements for reporting to the board and shareholders

10. Confidentiality: Protection of company secrets and confidential information

11. Data Protection: GDPR compliance and data handling obligations

12. Insurance and Indemnity: D&O insurance and indemnification provisions

13. Termination: Grounds and procedures for termination of the mandate

14. Post-Termination Obligations: Ongoing duties after termination and return of company property

15. Governing Law and Jurisdiction: Confirmation of Belgian law application and competent courts