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Managing Director Service Agreement

Managing Director Service Agreement Template for Netherlands

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Key Requirements PROMPT example:

Managing Director Service Agreement

"I need a Managing Director Service Agreement under Dutch law for appointing a new CEO of our technology startup, including provisions for stock options and international travel, with the appointment starting March 1, 2025."

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Document background
The Managing Director Service Agreement is a crucial document used when appointing executive leadership in Dutch companies. It serves as the primary contract governing the relationship between a managing director and the company, addressing both the corporate appointment aspects under Book 2 of the Dutch Civil Code and the service relationship aspects. This document is typically implemented when appointing new managing directors, promoting internal candidates to the management board, or updating terms for existing directors. The agreement includes comprehensive provisions on appointment, duties, remuneration, benefits, and termination, while ensuring compliance with Dutch corporate law, tax regulations, and governance requirements. It's particularly important as managing directors in the Netherlands have a special legal position, being both corporate officers and service providers to the company, which requires careful consideration of both corporate and employment law aspects.
Suggested Sections

1. Parties: Identification of the company and the managing director

2. Background: Context of the appointment and agreement

3. Definitions: Key terms used throughout the agreement

4. Appointment and Position: Terms of corporate appointment, position, and duties as managing director

5. Duration and Termination: Term of the agreement and termination provisions

6. Duties and Responsibilities: Detailed description of the director's tasks, authorities, and reporting lines

7. Time Commitment: Working hours and availability expectations

8. Remuneration: Base salary and standard benefits

9. Expenses: Rules for business expense reimbursement

10. Vacation: Holiday entitlement and arrangements

11. Illness and Incapacity: Provisions for sick leave and long-term disability

12. Confidentiality: Protection of company confidential information

13. Intellectual Property: Ownership and transfer of IP rights

14. Non-Competition and Non-Solicitation: Post-termination restrictions

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

16. Insurances: Required insurance coverage including D&O insurance

17. Governing Law and Jurisdiction: Applicable law and dispute resolution

18. Miscellaneous: General provisions including amendments, notices, and entire agreement

Optional Sections

1. Variable Compensation: Detailed bonus and incentive schemes, used when the package includes performance-based compensation

2. Share Options: Terms of any share option or equity participation, included when equity compensation is offered

3. International Travel: Specific provisions for international work, used when role requires significant travel

4. Housing Allowance: Terms of housing benefits, included for expatriate directors

5. Corporate Governance: Additional governance requirements, particularly relevant for listed companies

6. Data Protection: Specific GDPR compliance provisions, particularly detailed for companies processing sensitive data

7. Training and Development: Professional development provisions, included when specific qualifications or training are required

8. Secondment: Terms for potential secondment to group companies, used in international corporate groups

Suggested Schedules

1. Schedule 1 - Remuneration Package: Detailed breakdown of all compensation components

2. Schedule 2 - Position Profile: Detailed description of the role, responsibilities, and KPIs

3. Schedule 3 - Company Policies: List of applicable company policies and procedures

4. Schedule 4 - Bonus Scheme Rules: Detailed terms of any variable compensation arrangements

5. Schedule 5 - Share Option Plan: Terms and conditions of equity participation

6. Schedule 6 - Insurance Coverage: Details of insurance policies and coverage

7. Appendix A - Power of Attorney: Scope of director's authorization and signing powers

8. Appendix B - Company Car Policy: Terms of company car or mobility allowance

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈË°æ | 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



































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Relevant Industries

Technology

Financial Services

Manufacturing

Professional Services

Retail

Healthcare

Energy

Telecommunications

Real Estate

Consumer Goods

Media and Entertainment

Transportation and Logistics

Life Sciences

Construction

Agriculture

Relevant Teams

Legal

Human Resources

Corporate Governance

Board Secretariat

Executive Management

Compliance

Finance

Administration

Relevant Roles

Managing Director

Chief Executive Officer

Chief Financial Officer

Chief Operating Officer

Executive Director

Statutory Director

Board Member

General Manager

Country Manager

General Counsel

HR Director

Company Secretary

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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