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Director Appointment Agreement
"Need a Director Appointment Agreement for appointing Ms. Sarah Chen as an independent director to our listed Saudi telecommunications company, effective March 1, 2025, with specific provisions for her role on the audit committee and technology advisory board."
1. Parties: Identification of the company and the appointed director
2. Background: Context of the appointment and brief company information
3. Definitions: Key terms used throughout the agreement
4. Appointment and Term: Terms of appointment, duration, and renewal provisions
5. Duties and Responsibilities: Director's key duties under Saudi Companies Law and company requirements
6. Time Commitment: Expected time dedication to the role
7. Remuneration: Director's fees, benefits, and payment terms
8. Expenses: Policy on reimbursement of expenses
9. Confidentiality: Obligations regarding confidential information
10. Conflicts of Interest: Procedures for declaring and handling conflicts
11. Board Meetings and Reporting: Attendance requirements and reporting obligations
12. Compliance with Laws: Obligation to comply with Saudi laws and regulations
13. Termination: Circumstances and procedures for ending the appointment
14. Governing Law and Jurisdiction: Confirmation of Saudi law application and dispute resolution
1. Non-Competition: Restrictions on involvement in competing businesses - include for executive directors
2. Committee Memberships: Include if the director will serve on specific board committees
3. Share Qualification: Include if directors are required to hold shares in the company
4. Insurance and Indemnity: Details of D&O insurance and indemnification - include for listed companies
5. Additional Roles: Include if director has additional executive responsibilities
6. International Travel: Include if role requires significant international travel
7. Performance Evaluation: Include for listed companies or where formal evaluation processes exist
8. Training and Development: Include for new directors or where specific qualifications are required
1. Schedule 1 - Duties and Responsibilities: Detailed list of specific duties and responsibilities
2. Schedule 2 - Remuneration Details: Detailed breakdown of compensation package
3. Schedule 3 - Company Policies: List of key company policies the director must comply with
4. Schedule 4 - Board Committee Terms of Reference: Terms of reference for relevant board committees
5. Appendix A - Declaration of Interests: Form for declaring existing interests and conflicts
6. Appendix B - Consent to Act: Formal consent to act as director under Saudi Companies Law
Authors
Appointment
Term and Renewal
Duties and Responsibilities
Time Commitment
Board Meetings
Committee Participation
Remuneration
Expenses
Independence Requirements
Confidentiality
Conflicts of Interest
Non-Competition
Corporate Governance
Regulatory Compliance
Information Rights
Performance Evaluation
Training and Development
Insurance and Indemnification
Company Policies
Share Ownership
Related Party Transactions
Reporting Obligations
Termination
Post-Termination Obligations
Return of Property
Notices
Entire Agreement
Variation
Assignment
Severability
Waiver
Third Party Rights
Force Majeure
Governing Law
Dispute Resolution
Financial Services
Banking
Insurance
Manufacturing
Technology
Healthcare
Real Estate
Retail
Energy
Telecommunications
Professional Services
Mining
Construction
Transportation
Education
Legal
Corporate Governance
Board Affairs
Company Secretariat
Compliance
Human Resources
Executive Office
Risk Management
Corporate Affairs
Internal Audit
Board Director
Executive Director
Non-Executive Director
Independent Director
Chairman
Vice Chairman
Company Secretary
General Counsel
Chief Executive Officer
Chief Financial Officer
Head of Legal
Head of Compliance
Corporate Governance Officer
Board Affairs Manager
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