¶¶Òõ¶ÌÊÓƵ

All Countries
Corporate Governance
Non Executive Director Agreement

Non Executive Director Agreement Template for Malaysia

Create a bespoke document in minutes,  or upload and review your own.

4.6 / 5
4.8 / 5

Let's create your Non Executive Director Agreement

Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.

Get your first 2 documents free

Your data doesn't train Genie's AI

You keep IP ownership of your information

Key Requirements PROMPT example:

Non Executive Director Agreement

"I need a Non Executive Director Agreement for a Malaysian technology startup, appointing a senior tech industry veteran to our board starting March 2025, with specific emphasis on IP protection and advisory roles in technology strategy."

Celebrated by
Collaborations with
Investors
Document background
The Non Executive Director Agreement is a crucial document used when appointing independent directors to a company's board in Malaysia. It is essential for establishing clear governance structures and ensuring compliance with the Malaysian Companies Act 2016 and corporate governance requirements. This agreement is particularly important for both public listed and private companies seeking to enhance their board oversight and corporate governance. The document covers key aspects such as appointment terms, duties, remuneration, and compliance obligations, while addressing specific Malaysian regulatory requirements and corporate governance standards. It serves as a formal contract between the company and the incoming director, protecting both parties' interests and establishing clear expectations for the role.
Suggested Sections

1. Parties: Identification of the company and the Non-Executive Director

2. Background: Context of the appointment and brief description of the company

3. Definitions: Key terms used throughout the agreement

4. Appointment and Term: Terms of appointment, including duration and any renewal provisions

5. Duties and Responsibilities: Core duties as per Companies Act 2016 and company requirements

6. Time Commitment: Expected time dedication including board meetings and committee participation

7. Remuneration: Director's fees, meeting fees, and other benefits

8. Expenses: Policy on reimbursement of expenses

9. Confidentiality: Obligations regarding confidential information

10. Independence and Conflicts: Requirements to maintain independence and declare conflicts

11. Termination: Circumstances and process for termination

12. Company Policies: Compliance with company policies and procedures

13. Governing Law: Malaysian law as governing law and jurisdiction

14. General Provisions: Standard boilerplate clauses including notices, entire agreement, etc.

Optional Sections

1. Committee Appointments: Specific provisions for committee roles and additional responsibilities

2. Insurance and Indemnity: Details of D&O insurance and company indemnification

3. Share Dealing: For listed companies, specific requirements regarding share trading

4. Additional Representations: Specific representations required for regulated industries

5. Intellectual Property: IP provisions if NED involved in product development or innovation

6. Multiple Directorships: Restrictions or requirements regarding other directorship positions

7. Training and Development: Provisions for mandatory or ongoing director training

Suggested Schedules

1. Schedule 1 - Remuneration Details: Detailed breakdown of fees and payment terms

2. Schedule 2 - Board and Committee Meeting Schedule: Expected annual meeting calendar and time commitment

3. Schedule 3 - Company Policies: List of relevant policies the NED must comply with

4. Schedule 4 - Declaration of Interests: Template for declaring interests and potential conflicts

5. Appendix A - Code of Conduct: Company's code of conduct for directors

6. Appendix B - Board Charter: Key provisions of the board charter relevant to NEDs

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓƵ | 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































Clauses



































Relevant Industries

Financial Services

Manufacturing

Technology

Healthcare

Real Estate

Energy

Telecommunications

Consumer Goods

Professional Services

Mining

Agriculture

Education

Transportation

Construction

Relevant Teams

Legal

Corporate Secretarial

Compliance

Board of Directors

Corporate Governance

Human Resources

Risk Management

Internal Audit

Finance

Relevant Roles

Non-Executive Director

Independent Director

Board Member

Chairman of the Board

Company Secretary

Chief Executive Officer

Chief Legal Officer

General Counsel

Corporate Governance Officer

Head of Compliance

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

Find the exact document you need

Directors Contract Of Employment

A Malaysian law-governed employment agreement for company directors that sets out terms of appointment, duties, and remuneration while ensuring compliance with local corporate and employment laws.

find out more

Director Indemnity Agreement

A Malaysian law-governed agreement providing indemnification protection to company directors for liabilities incurred while performing their duties.

find out more

Nominee Director Contract

A Malaysian law-governed agreement establishing the appointment, duties, and obligations of a nominee director under the Companies Act 2016.

find out more

Medical Director Contract Agreement

A Malaysian law-governed agreement establishing terms and conditions for a Medical Director's appointment, including clinical and administrative responsibilities in a healthcare facility.

find out more

Director Indemnification Agreement

A Malaysian law-governed agreement establishing terms for company indemnification of directors against liabilities and expenses incurred in their director role.

find out more

Director Appointment Agreement

A Malaysian law-governed agreement establishing the terms and conditions of a director's appointment to a company's board, including duties, responsibilities, and remuneration.

find out more

Nominee Director Indemnity Agreement

A Malaysian law-governed agreement providing indemnification protection to nominee directors, outlining terms of protection and compliance with local corporate regulations.

find out more

Director Profit Sharing Agreement

A Malaysian law-governed agreement establishing profit sharing arrangements between a company and its director, including calculation methods and payment terms.

find out more

Director Shareholder Agreement

A Malaysian law-governed agreement establishing rights, duties, and relationships between company directors and shareholders.

find out more

Director Fee Agreement

A Malaysian law-governed agreement establishing director remuneration terms, fees, and related obligations.

find out more

Independent Director Agreement

A Malaysian law-governed agreement establishing the terms and conditions for appointing an independent director to a company's board.

find out more

Directors Loan Agreement

A Malaysian law-governed agreement establishing loan terms between a company and its director, compliant with the Companies Act 2016 and related regulations.

find out more

Company Director Agreement

A Malaysian law-governed agreement establishing the terms and conditions of a director's appointment and duties to a company.

find out more

Non Executive Director Agreement

A Malaysian law-governed agreement establishing the appointment terms and duties of a Non-Executive Director on a company's board.

find out more

Executive Director Employment Contract

A Malaysian law-governed employment agreement for Executive Directors, combining employment terms and corporate governance requirements.

find out more

Download our whitepaper on the future of AI in Legal

By providing your email address you are consenting to our Privacy Notice.
Thank you for downloading our whitepaper. This should arrive in your inbox shortly. In the meantime, why not jump straight to a section that interests you here: /our-research
Oops! Something went wrong while submitting the form.

³Ò±ð²Ô¾±±ð’s Security Promise

Genie is the safest place to draft. Here’s how we prioritise your privacy and security.

Your documents are private:

We do not train on your data; ³Ò±ð²Ô¾±±ð’s AI improves independently

All data stored on Genie is private to your organisation

Your documents are protected:

Your documents are protected by ultra-secure 256-bit encryption

Our bank-grade security infrastructure undergoes regular external audits

We are ISO27001 certified, so your data is secure

Organizational security

You retain IP ownership of your documents

You have full control over your data and who gets to see it

Innovation in privacy:

Genie partnered with the Computational Privacy Department at Imperial College London

Together, we ran a £1 million research project on privacy and anonymity in legal contracts

Want to know more?

Visit our for more details and real-time security updates.

Read our Privacy Policy.