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Director’s Letter of Appointment (Non-Executive)

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FAQ

Strengthen Your Board with a Non-Executive Director’s Agreement

Appoint an advisor or contracting consultant to your company’s board in a non-executive capacity using a Director’s Agreement for Non-Executive Directors. This agreement ensures a clear understanding of the terms of the relationship, promoting a successful partnership.

Essential Features of a Non-Executive Director’s Agreement

This comprehensive agreement covers various crucial aspects, including:

Roles and Responsibilities: Define the incoming director’s duties clearly to prevent misunderstandings and foster a smooth collaboration.
Limitation of Liability: Establish the scope of the non-executive director’s liability within the company.
Confidentiality: Ensure the incoming director agrees to maintain the company’s confidential information.
Remuneration: Detail the payment terms for the non-executive director, including salary, bonuses, and other benefits.
Indemnity and Insurance: Outline the company’s provisions for indemnification and insurance coverage for the non-executive director.

Formalize the Appointment with a Letter

Present the Non-Executive Director’s Agreement in the form of a letter (which this is) from the existing company directors, proposing the terms under which the new director will join the board. Print the letter on company letterhead and have a current director sign it. If sent by mail, provide two copies for the incoming director—one for signing and returning, and another for their records.

When to Talk to a Lawyer or Get a Quote

Our Non-Executive Director’s Agreement template offers a solid foundation for appointing a director. However, additional guidance may be necessary in some situations. Talk to a Lawyer or Get a Quote if you:

Seek advice on the specifics of your Non-Executive Director’s Agreement.
Require assistance tailoring the agreement to your unique business needs.
Face complex or unique circumstances that need specialised legal expertise.

We designed this agreement to establish a strong foundation for your board appointments. Still, we recommend getting legal advice to ensure the document addresses your needs and complies with applicable laws adequately.

Consult a lawyer (such as Attune Legal) if you need help tailoring this agreement to your business needs. This step will ensure that your agreement accurately reflects your negotiations with your incoming director while protecting your interests and complying with the law.

Tailoring

Tailoring is when a lawyer customizes an automated legal document to meet your specific needs. This process starts with a consultation, after which you will complete a form to generate the initial draft of the document (if you haven’t already generated a DIY legal document). The lawyer will amend the document in line with what was discussed during the consultation, then send it to you for review. Once all reviews are complete the document will be finalised for use, or eSigning (if applicable).

Reviews

A review is when you send feedback to the lawyer on a tailored document, and they make changes or respond to your comments. Feedback should be made by commenting directly within the document. Tailoring includes two reviews as standard. This is usually more than sufficient. Additional reviews may be charged separately if needed, so it is recommend you thoroughly check and comment on the document before returning it to the lawyer.

eSigning

eSigning is when a document is executed by collecting an electronic signature from a party to make it legally binding, instead of printing and signing on paper. This is achieved by using a third-party service such as HelloSign that will send a link to the email of each party required to sign the document. The recipient will then follow the link and sign the document using their computer or mobile device. The system will record when they viewed and signed the document as well as from which IP Address. We recommend all our documents be signed electronically, and will manage the process for each tailored document with which eSigning is included.

Document Automation

Mode.law offers document automation services in addition to our tailoring services. If a tailored document is intended to be used repeatedly, mode.law can create a reusable form within your mode.law account. The form can be used to generate new documents based on your tailored template. The form will complete the main variable information that will differ such as (for example) new counter parties, purchase orders or statements of work. This speeds up your business processes, and makes things efficient to tailor when you need a few additional changes. Fees for document automation can be quoted during a consultation.