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Directors Contract Of Employment

Directors Contract Of Employment Template for Nigeria

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Key Requirements PROMPT example:

Directors Contract Of Employment

"I need a Directors Contract of Employment for a technology startup in Lagos, with particular focus on share options and intellectual property protection, as we're planning to expand internationally in 2025."

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Document background
The Directors Contract Of Employment is a critical document used when appointing executive directors to a company's board in Nigeria. It serves as both an employment agreement and a governance document, establishing the framework for the director's relationship with the company. This document is essential for compliance with the Companies and Allied Matters Act (CAMA) 2020, the Labour Act, and various corporate governance codes applicable in Nigeria. It typically includes comprehensive provisions covering appointment terms, duties, remuneration, benefits, confidentiality obligations, and termination procedures. The agreement is particularly important for ensuring clarity in the director's dual role as both an employee and a company officer, while protecting both parties' interests and maintaining regulatory compliance.
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 corporate approvals

3. Definitions: Key terms used throughout the agreement

4. Appointment and Term: Details of the directorship position, effective date, and duration

5. Duties and Responsibilities: Comprehensive outline of the director's role, obligations, and expectations

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

7. Remuneration: Base salary, bonuses, and other financial benefits

8. Benefits: Non-financial benefits including healthcare, pension, and insurance

9. Location and Travel: Primary work location and travel requirements

10. Confidentiality: Obligations regarding company information and trade secrets

11. Intellectual Property: Ownership and rights to work created during directorship

12. Corporate Governance: Compliance with company policies and governance requirements

13. Termination: Circumstances and procedures for ending the agreement

14. Post-Termination Obligations: Continuing duties after the agreement ends

15. General Provisions: Standard legal clauses including notices, amendments, and governing law

Optional Sections

1. Share Options: Details of any share option schemes or equity participation - include when director is offered company shares

2. Performance Targets: Specific KPIs and performance measurement criteria - include for performance-based compensation

3. International Duties: Provisions for international work and travel - include for multinational companies

4. Garden Leave: Terms for placing director on garden leave - include for sensitive positions

5. Multiple Directorships: Rules about holding other directorship positions - include when relevant to company policy

6. Change of Control: Provisions triggered by company ownership changes - include for listed companies

7. Sabbatical Rights: Terms for taking extended leave - include if company offers sabbaticals

8. Training and Development: Professional development provisions - include for growing companies

Suggested Schedules

1. Schedule 1: Remuneration Package: Detailed breakdown of all compensation elements

2. Schedule 2: Benefits Package: Comprehensive list of benefits and their terms

3. Schedule 3: Job Description: Detailed outline of roles and responsibilities

4. Schedule 4: Performance Criteria: Specific metrics and targets for performance evaluation

5. Schedule 5: Company Policies: Key corporate policies applicable to the director

6. Appendix A: Share Option Terms: Detailed terms of any share option schemes

7. Appendix B: Expense Policy: Guidelines for expense claims and reimbursements

8. Appendix C: Corporate Governance Code: Relevant extracts from applicable governance codes

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
Business Day
CAMA
Change of Control
Company
Competitor
Confidential Information
Corporate Governance Code
Director
Effective Date
Employment
Financial Year
Good Reason
Group
Group Company
Intellectual Property Rights
Just Cause
Material Breach
Notice Period
Parent Company
Performance Targets
Prohibited Area
Remuneration
Restricted Business
Restricted Period
Share Option Scheme
Subsidiary
Term
Termination Date
Territory
Trade Secrets
Variable Pay
Work Product
Year of Service
Clauses
Appointment
Term
Duties and Responsibilities
Powers
Remuneration
Bonus
Benefits
Expenses
Working Hours
Location
Travel Requirements
Holidays
Sickness and Absence
Confidentiality
Intellectual Property
Data Protection
Non-Competition
Non-Solicitation
Non-Dealing
Board Meetings
Corporate Governance
Regulatory Compliance
Fiduciary Duties
Conflict of Interest
Share Options
Performance Review
Training and Development
Insurance
Indemnification
Termination
Garden Leave
Post-Termination Obligations
Return of Property
Suspension
Disciplinary Procedures
Grievance Procedures
Amendments
Notices
Severability
Entire Agreement
Governing Law
Jurisdiction
Force Majeure
Assignment
Third Party Rights
Counterparts
Relevant Industries

Financial Services

Manufacturing

Technology

Healthcare

Real Estate

Energy

Telecommunications

Retail

Professional Services

Education

Mining

Agriculture

Construction

Transportation

Entertainment

Media

Hospitality

Relevant Teams

Human Resources

Legal

Corporate Secretariat

Board of Directors

Executive Committee

Compliance

Corporate Governance

Risk Management

Finance

Administration

Relevant Roles

Executive Director

Managing Director

Finance Director

Operations Director

Technical Director

Commercial Director

Human Resources Director

Information Technology Director

Marketing Director

Sales Director

Regional Director

Country Director

Group Director

Non-Executive Director

Independent Director

Industries
Companies and Allied Matters Act (CAMA) 2020: The primary legislation governing company operations in Nigeria, including directors' duties, appointments, removals, and responsibilities
Labour Act Cap L1 LFN 2004: Provides the basic framework for employment relationships in Nigeria, including contract terms, working conditions, and termination procedures
National Industrial Court Act 2006: Establishes the jurisdiction for resolving employment disputes and interpreting employment contracts
Pension Reform Act 2014: Governs pension arrangements and requirements for executive employees in Nigeria
Income Tax (Amendment) Act 2011: Regulates the taxation of director remuneration and benefits
Investment and Securities Act 2007: Relevant for directors of public companies, governing securities trading and insider dealing restrictions
Nigeria Data Protection Regulation 2019: Regulates the collection and processing of personal data, including executive information
Corporate Governance Codes: Various sector-specific corporate governance codes that set standards for director conduct and responsibilities
Industrial Training Fund Act: Governs professional development and training requirements that may apply to directors
Employee Compensation Act 2010: Provides for compensation in case of work-related injuries or disabilities, applicable to all employees including directors
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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