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The Executive Director Employment Contract is a crucial document used when appointing statutory directors (bestuurders) in Dutch companies. It reflects the unique dual legal status of executive directors under Dutch law, where they have both a corporate relationship governed by corporate law and an employment relationship governed by employment law. This contract is essential for companies operating in the Netherlands when appointing board-level executives and must comply with both Books 2 and 7 of the Dutch Civil Code, the Dutch Corporate Governance Code (if applicable), and relevant sector-specific regulations. The document typically requires shareholder approval and, in many cases, works council consultation. It includes comprehensive provisions on appointment, duties, remuneration, and termination, while also addressing specific Dutch law requirements regarding notice periods, severance payments, and post-contractual restrictions.

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

2. Background: Context of the appointment, including corporate structure and any relevant shareholder decisions

3. Definitions: Key terms used throughout the agreement, including Company, Board, Supervisory Board, etc.

4. Appointment and Position: Details of the appointment as statutory director, role responsibilities, and reporting relationships

5. Term and Notice Period: Duration of appointment and notice requirements for termination by either party

6. Duties and Responsibilities: Specific duties as executive director, including corporate responsibilities and management tasks

7. Time Commitment and Exclusivity: Working hours, location, and any exclusivity requirements or restrictions on other activities

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

9. Holiday and Leave: Annual leave entitlement and holiday arrangements

10. Insurance and Indemnification: D&O insurance and company indemnification provisions

11. Confidentiality: Obligations regarding confidential information and company secrets

12. Intellectual Property: Assignment of IP rights and related obligations

13. Post-Termination Restrictions: Non-compete and non-solicitation clauses

14. Termination: Grounds for termination and consequences

15. Company Property: Provisions regarding company assets and their return

16. Governing Law and Jurisdiction: Application of Dutch law and competent courts