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Directors Agreement

Directors Agreement Template for Saudi Arabia

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Key Requirements PROMPT example:

Directors Agreement

"I need a Directors Agreement for appointing a non-executive director to our Saudi manufacturing company's board, starting March 1, 2025, with standard remuneration terms and emphasis on audit committee participation."

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Document background
The Directors Agreement is a crucial document used when appointing new directors to a company's board or formalizing existing directorship arrangements in Saudi Arabia. It serves as a comprehensive contract that defines the legal relationship between the company and its directors, ensuring compliance with Saudi Companies Law, Corporate Governance Regulations, and other relevant legislation. The agreement typically includes detailed provisions on appointment terms, duties, remuneration, confidentiality obligations, and termination procedures. This document is particularly important in the Saudi context due to specific local corporate governance requirements, Shariah compliance considerations where applicable, and the evolving regulatory landscape under Saudi Vision 2030. It provides legal protection for both the company and the director while ensuring transparency and good governance practices.
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: Key terms used throughout the agreement

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

5. Duties and Responsibilities: Detailed description of director's duties under Saudi Companies Law and company requirements

6. Time Commitment: Expected time dedication to the role and other commitments

7. Remuneration: Details of fees, allowances, and any other benefits

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

9. Confidentiality: Obligations regarding company confidential information

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

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

12. Termination: Grounds and procedures for termination of the agreement

13. Return of Property: Obligation to return company property upon termination

14. Governing Law: Specification of Saudi law as governing law

15. Dispute Resolution: Procedures for resolving disputes under Saudi law

Optional Sections

1. Executive Duties: Additional section for executive directors detailing operational responsibilities

2. Share Options: Terms of any share option schemes or equity participation

3. Non-Competition: Restrictions on competing activities during and after directorship

4. Insurance: Details of D&O insurance coverage if provided

5. Board Committee Participation: Specific duties related to board committee membership

6. International Travel: Terms for international travel if required

7. Nominee Provisions: Special provisions for nominee directors representing specific shareholders

8. Shariah Compliance: Specific provisions ensuring compliance with Shariah principles if required

Suggested Schedules

1. Schedule 1 - Remuneration Details: Detailed breakdown of compensation package

2. Schedule 2 - Company Policies: List of relevant company policies the director must comply with

3. Schedule 3 - Specific Duties: Detailed list of specific responsibilities and duties

4. Schedule 4 - Board Committee Terms: Terms of reference for relevant board committees

5. Schedule 5 - Conflict Declaration Form: Standard form 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 guidelines and requirements

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

Agriculture

Tourism

Relevant Teams

Legal

Corporate Governance

Board Affairs

Compliance

Company Secretariat

Executive Management

Corporate Affairs

Risk Management

Internal Audit

Human Resources

Relevant Roles

Board Director

Executive Director

Non-Executive Director

Independent Director

Managing Director

Chairman

Vice Chairman

Board Committee Chair

Chief Executive Officer

Company Secretary

General Counsel

Legal Director

Corporate Governance Officer

Compliance Officer

Board Affairs Manager

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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