Board Of Advisors Agreement Template for South Africa

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Key Requirements PROMPT example:

Board Of Advisors Agreement

"I need a Board of Advisors Agreement for my Cape Town-based tech startup, where we're appointing a Silicon Valley tech executive as an advisor from January 2025, including equity compensation and provisions for virtual meetings."

Document background
The Board of Advisors Agreement is a crucial document for South African companies seeking to formalize relationships with strategic advisors who provide expertise and guidance to the board of directors. This agreement is particularly important in the South African context, where corporate governance requirements under the Companies Act and King IV Code emphasize the need for proper oversight and documented relationships. The document typically includes comprehensive provisions on appointment terms, duties, confidentiality, compensation, and termination, while ensuring compliance with South African corporate law and governance standards. It's commonly used when companies need specialized expertise, industry insights, or strategic guidance without appointing full board members. The agreement helps protect both the company's interests and the advisor's rights while establishing clear expectations and responsibilities.
Suggested Sections

1. Parties: Identification of the company and the advisor, including full legal names, registration/identity numbers, and addresses

2. Background: Context of the appointment, brief company description, and advisor's relevant expertise

3. Definitions: Key terms used throughout the agreement including 'Services', 'Confidential Information', 'Board', and 'Term'

4. Appointment and Term: Formal appointment of the advisor, commencement date, and duration of the appointment

5. Role and Responsibilities: Detailed description of advisory services, meeting attendance requirements, and expected time commitment

6. Fiduciary Duties: Advisor's duties of care, skill, diligence, and good faith, aligned with Companies Act requirements

7. Compensation: Details of fees, reimbursements, and payment terms

8. Confidentiality: Obligations regarding confidential information, aligned with POPIA requirements

9. Conflicts of Interest: Disclosure requirements and handling of potential conflicts

10. Termination: Grounds for termination, notice requirements, and post-termination obligations

11. General Provisions: Standard clauses including governing law, notices, entire agreement, and amendment procedures

Optional Sections

1. Intellectual Property: Include when advisor may be involved in creating IP or accessing company patents/trade secrets

2. International Services: Include for foreign advisors, addressing cross-border considerations

3. Share-Based Compensation: Include if advisor receives equity compensation or share options

4. Insurance and Indemnification: Include for high-risk advisory roles or regulated industries

5. Data Protection: Expanded section when advisor will handle significant personal data

6. Non-Competition: Include when advisor has access to sensitive competitive information

7. Regulatory Compliance: Include for regulated industries or when advisor provides financial/regulatory advice

Suggested Schedules

1. Schedule A - Services Description: Detailed scope of advisory services and specific responsibilities

2. Schedule B - Compensation Terms: Detailed fee structure, payment schedules, and expense policies

3. Schedule C - Board Meeting Schedule: Annual meeting calendar and attendance requirements

4. Schedule D - Confidential Information: Specific categories of confidential information and handling procedures

5. Appendix 1 - Code of Conduct: Company's code of conduct and ethical guidelines for advisors

6. Appendix 2 - Compliance Policies: Relevant company policies the advisor must comply with

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

Relevant legal definitions
Clauses
Relevant Industries

Technology

Financial Services

Healthcare

Manufacturing

Real Estate

Professional Services

Energy

Retail

Telecommunications

Education

Mining

Agriculture

Non-Profit Organizations

Entertainment

Transportation

Relevant Teams

Legal

Corporate Governance

Executive Office

Board Secretariat

Compliance

Human Resources

Risk Management

Corporate Affairs

Strategy

Finance

Relevant Roles

Chief Executive Officer

Company Secretary

Legal Counsel

Corporate Governance Officer

Board Chairman

Managing Director

Chief Financial Officer

Compliance Officer

Human Resources Director

Risk Manager

Corporate Affairs Director

Strategy Director

Board Administrator

General Counsel

Executive Director

Industries
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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