Non Disclosure Agreement For Board Members Template for New Zealand

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Key Requirements PROMPT example:

Non Disclosure Agreement For Board Members

"I need a Non Disclosure Agreement For Board Members for our New Zealand-based technology startup that's planning to IPO in March 2025, with special emphasis on protecting our intellectual property and including specific provisions about insider trading."

Document background

This Non-Disclosure Agreement For Board Members is essential for organizations seeking to protect confidential information at the highest corporate level. It is specifically designed for use in New Zealand, complying with the Companies Act 1993 and related legislation. The document should be implemented upon the appointment of new board members or updated for existing directors, establishing clear guidelines for handling sensitive corporate information, including financial data, strategic plans, intellectual property, and stakeholder information. It addresses both active directorship periods and post-board service obligations, incorporating specific provisions for listed companies regarding insider trading and market-sensitive information. The agreement balances directors' need to access information for effective governance with the company's requirement to protect confidential information.

Suggested Sections

1. Parties: Identification of the company and the board member entering into the agreement

2. Background: Context of the agreement, including the board member's appointment and need for confidentiality

3. Definitions: Detailed definitions including 'Confidential Information', 'Board Materials', 'Trade Secrets', 'Intellectual Property', and other key terms

4. Scope of Confidential Information: Comprehensive description of what constitutes confidential information in the board context

5. Obligations of Confidentiality: Core confidentiality obligations, including handling, storage, and non-disclosure requirements

6. Permitted Disclosures: Circumstances under which confidential information may be disclosed, including legal requirements and board duties

7. Security Measures: Specific measures required to protect confidential information, including digital security requirements

8. Return of Confidential Information: Obligations regarding the return or destruction of confidential materials upon cessation of board duties

9. Duration of Obligations: Timeframe for confidentiality obligations, including post-directorship period

10. Breach and Remedies: Consequences of breach and available remedies, including injunctive relief

11. General Provisions: Standard provisions including governing law, jurisdiction, and entire agreement

Optional Sections

1. Insider Trading Acknowledgment: Additional section for listed companies or those planning to list, addressing securities trading restrictions

2. Intellectual Property Rights: Specific section for companies with significant IP assets or R&D activities

3. Competition Restrictions: Additional provisions regarding non-compete obligations, if permissible and relevant

4. Related Party Transactions: Section addressing confidentiality in the context of related party transactions, particularly relevant for group companies

5. International Data Transfer: Additional provisions for companies operating internationally or subject to foreign data protection laws

6. Conflict of Interest Provisions: Detailed provisions regarding handling confidential information in conflict situations

Suggested Schedules

1. Schedule 1: Categories of Confidential Information: Detailed list of specific types of confidential information relevant to the company

2. Schedule 2: Security Protocols: Detailed security procedures and requirements for handling confidential information

3. Schedule 3: Approved Disclosure Recipients: List of persons or entities to whom disclosure is pre-approved (e.g., professional advisors)

4. Appendix A: Board Information Management Policy: Company's specific policies regarding board information management

5. Appendix B: Acknowledgment Form: Form to be signed periodically confirming compliance with the NDA obligations

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

alex.den.21@genieai.co

Relevant legal definitions

Confidential Information
Board Materials
Company
Board Member
Board Position
Permitted Purpose
Authorised Recipients
Trade Secrets
Intellectual Property
Board Meetings
Company Records
Strategic Information
Material Information
Inside Information
Sensitive Information
Personal Information
Corporate Opportunity
Competitive Business
Group Companies
Related Companies
Subsidiaries
Associated Persons
Board Committees
Digital Systems
Security Protocols
Compliance Requirements
Disclosure
Permitted Disclosure
Unauthorised Disclosure
Information Security Breach
Confidential Communications
Board Portal
Electronic Devices
Market Sensitive Information
Business Plans
Financial Information
Customer Information
Employee Information
Stakeholder Information
Commercial Terms
Term of Appointment
Post-Directorship Period
Governing Law
Representatives
Professional Advisers
Security Requirements
Board Papers
Meeting Minutes
Proprietary Information
Third Party Information

Clauses

Relevant Industries

Technology

Financial Services

Healthcare

Manufacturing

Professional Services

Retail

Energy

Mining

Agriculture

Education

Telecommunications

Real Estate

Non-Profit

Infrastructure

Media and Entertainment

Biotechnology

Construction

Transportation and Logistics

Relevant Teams

Legal

Corporate Governance

Board Administration

Compliance

Risk Management

Executive Office

Company Secretariat

Corporate Affairs

Investor Relations

Relevant Roles

Board Member

Non-Executive Director

Executive Director

Board Chair

Company Secretary

Chief Executive Officer

Corporate Counsel

Legal Director

Compliance Officer

Corporate Governance Manager

Risk Management Officer

Board Administrator

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Virtual NDA

A New Zealand-compliant electronic non-disclosure agreement for protecting confidential information shared through digital means.

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Let's create your Non Disclosure Agreement For Board Members

Authors

Alex Denne

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