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A Director Appointment Agreement formally establishes someone's position on a company's board in Hong Kong. It spells out the key terms of their directorship, including duties, compensation, and the length of their appointment - all aligned with the Companies Ordinance requirements.

This agreement protects both the company and the incoming director by clearly defining expectations, confidentiality obligations, and termination procedures. It's especially important for listed companies on the HKEX, where proper documentation of director appointments helps meet corporate governance standards and regulatory compliance.

Use a Director Appointment Agreement when bringing new directors onto your Hong Kong company's board, particularly during key transitions like IPOs, restructuring, or expanding operations. It's essential when appointing independent non-executive directors to listed companies, as the HKEX requires clear documentation of their roles and responsibilities.

The agreement becomes crucial before directors start their duties, especially when negotiating specific terms like committee responsibilities or special project oversight. It's particularly valuable when appointing directors with specialized expertise or when establishing governance frameworks for joint ventures and subsidiary boards.

• Standard Executive Director Agreement: Focuses on full-time directors with operational roles, including detailed performance metrics and executive compensation packages
• Independent Non-Executive Director (INED) Agreement: Emphasizes oversight duties, committee roles, and independence requirements under HKEX listing rules
• Alternate Director Agreement: Covers temporary or substitute director arrangements, specifying limited duration and specific powers
• Subsidiary Board Agreement: Tailored for directors of Hong Kong subsidiaries, addressing group reporting structures and local compliance
• Professional Director Agreement: Used for specialized experts or industry professionals, highlighting specific expertise requirements and advisory responsibilities

• Company Secretary: Typically drafts and manages Director Appointment Agreements, ensuring compliance with Hong Kong company law and filing requirements
• Board of Directors: Reviews and approves the agreement terms, representing the company's interests
• Incoming Director: Negotiates and signs the agreement, accepting the outlined duties and responsibilities
• Legal Counsel: Reviews or drafts complex agreements, especially for listed companies or specialized appointments
• Corporate Governance Team: Ensures the agreement aligns with HKEX listing rules and internal governance policies

• Director Details: Gather full legal name, HKID/passport number, residential address, and professional qualifications
• Appointment Terms: Define role type, start date, duration, and board committee assignments
• Compensation Package: Document fees, benefits, expense policies, and any performance-based incentives
• Company Information: Confirm company registration details, board structure, and existing governance policies
• Compliance Requirements: Check HKEX listing rules or specific industry regulations affecting director appointments
• Documentation Ready: Our platform generates custom agreements that include all these elements automatically

• Appointment Details: Position title, effective date, term length, and board committee assignments
• Duties and Powers: Core responsibilities, authority limits, and reporting relationships under Companies Ordinance
• Remuneration Terms: Director fees, meeting allowances, benefits, and reimbursement policies
• Confidentiality: Protection of company information, trade secrets, and insider dealing restrictions
• Termination Provisions: Notice periods, resignation procedures, and automatic termination triggers
• Compliance Framework: References to relevant HKEX listing rules and corporate governance codes
• Legal Elements: Our platform automatically includes all required clauses, ensuring full compliance

A Director Appointment Agreement differs significantly from a Director Services Agreement in several key aspects, though both relate to director engagement. Understanding these differences helps ensure you're using the right document for your situation.

• Primary Purpose: Director Appointment Agreements formally establish board membership and governance roles, while Director Services Agreements focus on specific services or executive functions beyond basic directorship
• Scope of Coverage: Appointment agreements cover statutory duties and board responsibilities, whereas services agreements detail operational roles, deliverables, and performance metrics
• Legal Framework: Appointment agreements align with Companies Ordinance requirements for board composition, while services agreements follow employment and contract law principles
• Duration Structure: Appointment terms typically align with board rotation policies, while services agreements often have fixed terms tied to specific projects or executive roles