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A Director Services Agreement sets out the formal relationship between a company and its director, covering their duties, pay, and obligations under UK company law. It goes beyond what's in the articles of association to spell out specific terms like board responsibilities, time commitments, and confidentiality requirements.

These agreements protect both parties by clearly defining performance expectations, bonus structures, and termination procedures. They're especially important for executive directors who have dual roles as both board members and senior employees. The agreement must align with the Companies Act 2006 and include key provisions required by English law.

Use a Director Services Agreement when appointing new board members or updating terms for existing directors, especially those taking on executive roles. It's particularly vital for growing companies bringing in professional directors, or when restructuring leadership teams with complex remuneration packages.

The agreement becomes essential before directors start making key strategic decisions or handling sensitive information. Companies often implement these agreements during funding rounds, mergers, or when scaling operations requires clearer governance structures. Having it in place early helps prevent disputes about roles, responsibilities, and compensation that commonly arise as businesses evolve.

• Executive Director Agreements: Comprehensive contracts for directors with daily management duties, including detailed performance metrics and executive compensation packages
• Non-Executive Director Agreements: Lighter agreements focusing on governance responsibilities, board meeting attendance, and strategic oversight duties
• Founding Director Agreements: Specialized contracts addressing shareholding rights, vesting schedules, and founder-specific obligations
• Professional Director Agreements: Tailored for independent directors bringing specific expertise, often including consulting elements and protection clauses

• Company Directors: Sign and comply with the agreement's terms, including performance duties, confidentiality obligations, and strategic responsibilities
• Board of Directors: Review and approve agreements, ensure terms align with company strategy and governance needs
• Corporate Legal Teams: Draft and customize agreements, ensure compliance with Companies Act requirements
• Company Secretaries: Maintain records, handle execution, and monitor ongoing compliance with agreement terms
• External Legal Counsel: Provide specialist advice on complex terms, especially for listed companies or regulated sectors

• Director Details: Gather full name, address, professional qualifications, and proposed role within the company
• Compensation Package: Define base salary, bonuses, benefits, pension arrangements, and any share options
• Time Commitment: Specify expected hours, board meeting attendance, and any restrictions on outside activities
• Key Responsibilities: List specific duties, performance targets, and reporting requirements
• Company Information: Include registered office, company number, and relevant articles of association clauses
• Term and Termination: Decide on agreement duration, notice periods, and grounds for early termination

• Parties and Roles: Full legal names, company details, and director's position description
• Appointment Terms: Start date, duration, probation period, and board responsibilities
• Remuneration: Salary, benefits, expenses, and any performance-related pay structures
• Duties and Obligations: Specific responsibilities, time commitment, and compliance with Companies Act 2006
• Confidentiality: Protection of company information during and after directorship
• Termination Provisions: Notice periods, grounds for immediate termination, and post-termination obligations
• Governing Law: Explicit statement of English law jurisdiction and dispute resolution procedures

A Director Services Agreement differs significantly from a Director Appointment Agreement in several key aspects. While both relate to director roles, they serve distinct purposes in corporate governance.

• Scope and Detail: Director Services Agreements are comprehensive contracts covering ongoing duties, compensation, and performance expectations. Appointment Agreements focus mainly on the formal process of joining the board and basic position terms.
• Legal Requirements: Services Agreements must comply with employment law and Companies Act provisions for executive roles. Appointment Agreements primarily address corporate law requirements for board membership.
• Duration and Terms: Services Agreements typically include detailed termination clauses, performance metrics, and long-term commitments. Appointment Agreements often have simpler terms focused on the initial appointment process.
• Usage Context: Services Agreements are essential for executive directors with operational roles. Appointment Agreements suit non-executive directors or simple board appointments.