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Director Appointment Agreement

Director Appointment Agreement Template for Singapore

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Key Requirements PROMPT example:

Director Appointment Agreement

"I need a Director Appointment Agreement for appointing a new independent director to our Singapore-listed technology company, with specific provisions for maintaining confidentiality of our proprietary software and participation in our share option scheme."

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Document background
The Director Appointment Agreement is a crucial document used when appointing new directors to a company's board in Singapore. It serves as a comprehensive contract that protects both the company's and director's interests by clearly defining roles, responsibilities, and expectations. This agreement must comply with Singapore's Companies Act 1967 and related corporate legislation, including requirements for director qualifications, duties, and disclosure obligations. It's particularly important for establishing clear governance structures, ensuring regulatory compliance, and managing potential conflicts of interest.
Suggested Sections

1. Parties: Identifies the company and the appointed director

2. Background: Context of the appointment and 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 obligations and scope of authority

6. Remuneration: Director's fees and payment terms

7. Confidentiality: Obligations regarding confidential information

8. Termination: Circumstances and process for ending the appointment

Optional Sections

1. Additional Benefits: Details of any additional benefits package (use for executive directors)

2. Share Options: Details of any share option schemes (use for listed companies)

3. Non-Compete Provisions: Restrictions on competing activities (use for executive directors)

4. Insurance and Indemnification: Details of D&O insurance and indemnification (use for larger companies)

Suggested Schedules

1. Schedule 1: Duties and Powers: Detailed list of director's duties and delegated powers

2. Schedule 2: Remuneration Details: Breakdown of compensation package

3. Schedule 3: Company Policies: Relevant corporate policies and procedures

4. Appendix A: Consent to Act: Director's formal consent to act as required by Companies Act

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈË°æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

alex.den.21@genieai.co
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Industries

Companies Act 1967: Primary legislation governing director appointments, including statutory duties, qualification requirements, disqualification provisions, director's consent requirements, and disclosure obligations

Securities and Futures Act 2001: Regulates requirements for directors of listed companies, including disclosure obligations and insider trading provisions

Employment Act 1968: Relevant for executive directors who are also employees, covering terms of service and benefits

Income Tax Act 1947: Covers tax implications of director's fees and benefits, including reporting requirements

Personal Data Protection Act 2012: Governs the handling of director's personal information and consent requirements for data collection and use

Code of Corporate Governance: Provides guidelines for corporate governance practices, particularly relevant for listed companies

Prevention of Corruption Act 1960: Contains anti-corruption provisions and conflict of interest guidelines applicable to directors

Key Agreement Components: Essential elements including appointment terms, duties, remuneration, confidentiality, termination, indemnification, non-compete clauses, and compliance requirements

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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