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Company Director Employment Contract

Company Director Employment Contract Template for Nigeria

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Key Requirements PROMPT example:

Company Director Employment Contract

"I need a Company Director Employment Contract for appointing a new Finance Director to my Lagos-based fintech company, starting March 1, 2025, with standard non-compete provisions and share option scheme inclusion."

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Document background
The Company Director Employment Contract is a critical document used when appointing executive directors to Nigerian companies, combining elements of both employment law and corporate governance requirements. This contract is essential for establishing clear terms of engagement, protecting both the company's and director's interests, and ensuring compliance with Nigerian legislation, particularly the Companies and Allied Matters Act (CAMA) 2020. It should be used whenever a director is appointed to take an executive role in the company, whether in a newly created position or as a replacement. The document covers crucial aspects such as appointment terms, duties, remuneration, benefits, confidentiality, intellectual property rights, and termination provisions, while also addressing corporate governance requirements and fiduciary responsibilities specific to Nigerian company law.
Suggested Sections

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

2. Background: Context of the appointment and any relevant company background

3. Definitions: Key terms used throughout the agreement

4. Appointment and Term: Details of the director's role, position, and duration of appointment

5. Duties and Responsibilities: Comprehensive outline of director's duties under CAMA 2020 and specific role requirements

6. Time Commitment: Expected working hours and time dedication to the role

7. Remuneration and Benefits: Salary, bonuses, and other benefits including pension arrangements

8. Place of Work: Primary work location and travel requirements

9. Vacation and Leave: Annual leave entitlement and other leave provisions

10. Confidentiality: Protection of company confidential information

11. Intellectual Property: Ownership of intellectual property created during directorship

12. Termination: Grounds and procedures for contract termination

13. Post-Termination Obligations: Continuing obligations after contract end

14. Company Policies: Compliance with company policies and procedures

15. Governing Law: Nigerian law as governing law and jurisdiction

Optional Sections

1. Share Options: Details of any share option schemes or equity participation - include if director is offered equity compensation

2. Performance Targets: Specific KPIs and performance measurement criteria - include if performance-based compensation is part of the package

3. Multiple Directorships: Provisions regarding holding directorships in other companies - include if relevant to the specific appointment

4. International Travel: Specific provisions for international travel and overseas work - include for multinational companies

5. Garden Leave: Provisions for garden leave during notice period - include for senior directors

6. Change of Control: Provisions dealing with company ownership changes - include for listed companies or those likely to be sold

7. Corporate Governance: Specific corporate governance requirements - include for listed companies or regulated sectors

Suggested Schedules

1. Schedule 1: Remuneration Package: Detailed breakdown of salary, bonuses, and benefits structure

2. Schedule 2: Job Description: Detailed description of roles, responsibilities, and reporting lines

3. Schedule 3: Performance Metrics: Detailed performance evaluation criteria and bonus calculations

4. Schedule 4: Company Policies: List of applicable company policies and procedures

5. Schedule 5: Benefits Details: Comprehensive description of all benefits, including insurance and pension arrangements

6. Appendix A: Board Resolution: Copy of board resolution approving the appointment

7. Appendix B: Statutory Declaration: Director's statutory declarations required under CAMA 2020

Authors

Alex Denne

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

Linkedin in social icon imageX social icon image
alex.den.21@genieai.co
Relevant legal definitions
Appointment
Board
Board Committees
Business
CAMA
Change of Control
Company
Competing Business
Confidential Information
Corporate Governance Code
Director
Effective Date
Employment
Encumbrance
Financial Year
Good Reason
Group
Group Company
Intellectual Property Rights
Just Cause
Key Performance Indicators
Material Breach
Notice Period
Parent Company
Performance Targets
Permitted Business Interests
Prohibited Area
Relevant Period
Remuneration
Restricted Business
Share Option Scheme
Subsidiary
Term
Territory
Trade Secrets
Working Hours
Clauses
Appointment
Term
Duties and Responsibilities
Powers and Authority
Fiduciary Duties
Board Meetings
Time Commitment
Remuneration
Bonus
Benefits
Expenses
Working Hours
Place of Work
Vacation
Sick Leave
Medical Benefits
Pension
Insurance
Share Options
Performance Requirements
Reporting Requirements
Confidentiality
Intellectual Property
Data Protection
Non-Competition
Non-Solicitation
Non-Dealing
Conflict of Interest
Outside Interests
Company Property
Record Keeping
Compliance
Corporate Governance
Termination
Garden Leave
Post-Termination Obligations
Notice Period
Summary Dismissal
Resignation
Severance
Return of Property
Indemnification
Insurance and Liability
Variation
Severability
Entire Agreement
Notices
Governing Law
Jurisdiction
Dispute Resolution
Relevant Industries

Banking and Financial Services

Manufacturing

Oil and Gas

Technology

Telecommunications

Real Estate

Healthcare

Education

Retail

Construction

Professional Services

Agriculture

Mining

Transportation and Logistics

Energy

Relevant Teams

Legal

Human Resources

Board of Directors

Executive Management

Corporate Governance

Company Secretariat

Compliance

Finance

Operations

Relevant Roles

Managing Director

Executive Director

Finance Director

Operations Director

Technical Director

Commercial Director

Human Resources Director

Chief Executive Officer

Chief Financial Officer

Chief Operating Officer

Chief Technology Officer

Chief Commercial Officer

Regional Director

Country Director

Division Director

Industries
Companies and Allied Matters Act (CAMA) 2020: The primary legislation governing company operations in Nigeria, including directors' duties, appointments, removals, and fiduciary responsibilities
Labour Act (Chapter 198, Laws of the Federation of Nigeria 1990): Establishes basic employment terms and conditions, though directors typically fall under executive employment provisions
National Industrial Court Act 2006: Governs dispute resolution in employment matters, including executive and director disputes
Pension Reform Act 2014: Regulates pension arrangements and retirement benefits for employees, including executive directors
Investment and Securities Act 2007: Relevant for directors of public companies, governing securities trading and insider trading regulations
Nigeria Data Protection Regulation 2019: Regulates the collection and processing of personal data, relevant for executive employment contracts
Federal Competition and Consumer Protection Act 2018: Contains provisions relevant to non-compete clauses and market competition that may affect director contracts
Personal Income Tax Act: Governs the taxation of employment income, including directors' remuneration and benefits
Corporate Governance Codes: Various sector-specific corporate governance codes that set standards for director conduct and responsibilities
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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