The Director Employment Agreement is a crucial document required when appointing executive directors to companies operating in Pakistan. It serves as the primary contract governing the employment relationship between a company and its director, ensuring compliance with the Companies Act 2017, Listed Companies (Code of Corporate Governance) Regulations 2019 (where applicable), and other relevant Pakistani legislation. This agreement is essential for both listed and private companies to clearly define the terms of engagement, protect both parties' interests, and establish clear guidelines for the director's role, responsibilities, compensation, and obligations. The document typically requires approval from the board of directors and must be maintained as part of the company's statutory records.
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1. Parties: Identification of the company and the director, including full legal names and addresses
2. Background: Context of the appointment and any relevant corporate approvals
3. Definitions: Key terms used throughout the agreement
4. Appointment and Term: Details of the director position, effective date, and duration of appointment
5. Duties and Responsibilities: Comprehensive outline of director's roles, including statutory duties under Companies Act 2017
6. Time Commitment: Expected working hours and availability requirements
7. Remuneration and Benefits: Salary, bonuses, benefits, and payment terms
8. Expenses: Policy on reimbursement of business expenses
9. Leave Entitlement: Annual, sick, and other leave provisions
10. Confidentiality: Protection of company confidential information
11. Intellectual Property: Ownership of work product and innovations
12. Conflicts of Interest: Declaration and handling of potential conflicts
13. Termination: Grounds and procedures for ending the agreement
14. Post-Termination Obligations: Continuing duties after employment ends
15. Governing Law: Pakistani law as governing law and jurisdiction
16. General Provisions: Standard boilerplate clauses including notices, amendments, and severability
1. Non-Competition: Restrictions on competing activities, used when protecting business interests is crucial
2. Share Options: Details of any share option schemes, used when equity compensation is offered
3. International Travel: Terms for international assignments, used when role involves significant travel
4. Corporate Governance: Additional provisions for listed companies under Corporate Governance Regulations
5. Multiple Directorships: Terms for holding other directorship positions, used when permitted
6. Performance Metrics: Specific KPIs and evaluation criteria, used for performance-based compensation
7. Relocation: Terms for relocation assistance, used when director must relocate
8. Insurance: Details of D&O insurance coverage, used particularly for listed companies
1. Schedule 1 - Remuneration Package: Detailed breakdown of salary, bonuses, and benefits
2. Schedule 2 - Job Description: Detailed outline of roles and responsibilities
3. Schedule 3 - Company Policies: Key corporate policies applicable to the director
4. Schedule 4 - Performance Criteria: Detailed performance evaluation metrics and targets
5. Schedule 5 - Share Option Terms: Details of any share option or equity participation schemes
6. Appendix A - Board Resolution: Copy of board resolution approving the appointment
7. Appendix B - Statutory Declaration: Director's statutory declarations under Companies Act 2017
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