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Company Director Agreement

Company Director Agreement Template for Saudi Arabia

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Key Requirements PROMPT example:

Company Director Agreement

"I need a Company Director Agreement for appointing a foreign independent director to the board of our Saudi manufacturing company, with specific provisions for quarterly travel from the UK and committee responsibilities starting March 2025."

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Document background
The Company Director Agreement is a crucial document used when appointing new directors to a company's board in Saudi Arabia. It serves as the primary contract governing the relationship between the company and its directors, ensuring compliance with the Saudi Companies Law, Capital Market Law (for listed companies), and Corporate Governance Regulations. This agreement is essential for both Saudi and foreign directors, incorporating specific requirements for different types of companies (listed, private, or family-owned). The document typically addresses key aspects such as appointment terms, duties, remuneration, confidentiality, and compliance obligations, while also considering any specific requirements for foreign directors under Saudi investment and immigration regulations. It should be regularly reviewed and updated to reflect changes in Saudi corporate law and governance requirements.
Suggested Sections

1. Parties: Identification of the company and the director, including full legal names and addresses

2. Background: Context of the appointment and brief description of the company's business

3. Definitions: Definitions of key terms used throughout the agreement

4. Appointment and Term: Terms of appointment, duration, and conditions for renewal

5. Duties and Responsibilities: Comprehensive outline of director's duties under Saudi law and company requirements

6. Time Commitment: Expected time dedication to company matters and board activities

7. Remuneration and Benefits: Details of compensation, including fees, allowances, and benefits

8. Expenses: Policy on reimbursement of expenses incurred in role performance

9. Confidentiality: Obligations regarding confidential information and trade secrets

10. Conflicts of Interest: Procedures for declaring and managing conflicts of interest

11. Compliance with Laws: Obligation to comply with Saudi laws, regulations, and corporate governance requirements

12. Termination: Circumstances and procedures for termination of the appointment

13. Company Policies: Director's obligation to comply with company policies and procedures

14. Governing Law: Confirmation of Saudi law as governing law and jurisdiction

Optional Sections

1. Non-Competition: Restrictions on competing activities, used when director has industry connections

2. International Travel: Terms for international travel, included for companies with international operations

3. Committee Memberships: Additional duties and compensation for committee roles, if applicable

4. Share Options: Terms of any share option schemes, for companies offering equity incentives

5. Insurance and Indemnity: Details of D&O insurance and indemnification, for higher-risk appointments

6. Multiple Directorships: Terms regarding other directorships, for directors serving multiple boards

7. Succession Planning: Provisions for succession planning, for key director positions

8. Language Requirements: Language proficiency requirements, for international directors

Suggested Schedules

1. Schedule 1 - Remuneration Details: Detailed breakdown of all compensation components

2. Schedule 2 - Position Description: Detailed description of the director's role and responsibilities

3. Schedule 3 - Company Policies: List of relevant company policies the director must adhere to

4. Schedule 4 - Board Meeting Schedule: Annual schedule of regular board meetings

5. Schedule 5 - Conflict Declaration Form: Template for declaring conflicts of interest

6. Appendix A - Code of Conduct: Company's code of conduct for directors

7. Appendix B - Corporate Governance Guidelines: Relevant corporate governance requirements and guidelines

8. Appendix C - Powers of Attorney: Any delegated powers granted to the director

Authors

Alex Denne

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

alex.den.21@genieai.co
Relevant legal definitions








































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Relevant Industries

Financial Services

Manufacturing

Technology

Healthcare

Real Estate

Energy

Telecommunications

Retail

Construction

Professional Services

Mining

Transportation

Education

Hospitality

Relevant Teams

Legal

Corporate Governance

Board Secretariat

Human Resources

Compliance

Risk Management

Corporate Affairs

Executive Office

Internal Audit

Investor Relations

Relevant Roles

Board Director

Executive Director

Non-Executive Director

Independent Director

Managing Director

Board Chairman

Audit Committee Director

Risk Committee Director

Nomination Committee Director

Remuneration Committee Director

Family Board Director

Foreign 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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