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Director Agreement
I need a director agreement for a newly appointed board member who will oversee the strategic direction of the company, with a focus on sustainability initiatives. The agreement should include a fixed annual compensation, performance-based bonuses, and a clause for quarterly board meetings.
What is a Director Agreement?
A Director Agreement is a legal contract between a company and a board member that spells out their roles, responsibilities, and compensation. In Qatar, these agreements must align with the Qatar Commercial Companies Law and typically include key terms about confidentiality, non-compete clauses, and board meeting attendance requirements.
Beyond basic duties, these agreements protect both parties by clarifying performance expectations, liability coverage, and termination conditions. For Qatari companies, they're especially important when appointing foreign directors or establishing governance structures for new ventures, as they help ensure compliance with local corporate regulations while setting clear operational guidelines.
When should you use a Director Agreement?
Consider implementing a Director Agreement when bringing new board members into your Qatari company, especially during critical growth phases or corporate restructuring. This agreement becomes essential for foreign directors joining local boards, as it establishes clear governance frameworks aligned with Qatar's Commercial Companies Law.
Use this agreement to protect your company during leadership transitions, mergers, or when expanding operations. It's particularly valuable for defining performance metrics, handling sensitive information, and managing potential conflicts of interest. For Qatari joint ventures or companies seeking international investment, having these agreements in place helps demonstrate strong corporate governance to stakeholders.
What are the different types of Director Agreement?
- Executive Director Agreements: Focus on C-suite responsibilities, strategic decision-making powers, and performance-based compensation structures under Qatari law
- Non-Executive Director Agreements: Emphasize oversight roles, committee participation, and independence requirements per Qatar Financial Markets Authority guidelines
- Foreign Director Agreements: Include special provisions for international board members, covering residency requirements and cross-border compliance
- Subsidiary Board Agreements: Address group-level governance structures and reporting relationships within Qatari corporate groups
Who should typically use a Director Agreement?
- Board Members: Sign Director Agreements when joining Qatari companies, committing to their duties and responsibilities under local corporate law
- Corporate Legal Teams: Draft and customize agreements to protect company interests while ensuring compliance with Qatar Commercial Companies Law
- Company Shareholders: Review and approve agreements as part of their governance oversight responsibilities
- External Legal Counsel: Provide specialized advice on agreement terms, especially for international directors or complex governance structures
- Corporate Secretaries: Maintain and monitor these agreements, ensuring proper documentation and compliance tracking
How do you write a Director Agreement?
- Director Details: Gather full legal name, Qatar ID/passport details, and professional qualifications of the incoming director
- Role Specifics: Define exact board position, committee assignments, and specific responsibilities under Qatar corporate governance rules
- Compensation Terms: Document all forms of remuneration, including meeting fees, annual retainers, and any performance-based incentives
- Company Information: Collect corporate registration details, board structure, and relevant internal policies
- Legal Requirements: Review Qatar Commercial Companies Law provisions on director duties and liability limitations
- Document Generation: Use our platform to create a legally-sound agreement that incorporates all mandatory elements
What should be included in a Director Agreement?
- Parties and Roles: Full legal names of company and director, Qatar Commercial Registration details, and specific board position
- Term and Duration: Appointment period, renewal conditions, and termination provisions under Qatari law
- Duties and Powers: Detailed responsibilities aligned with Qatar Commercial Companies Law requirements
- Compensation Structure: Clear outline of fees, benefits, and reimbursement policies
- Confidentiality Terms: Specific provisions for handling sensitive company information
- Conflict Resolution: Dispute settlement procedures and applicable Qatar jurisdiction clauses
- Compliance Requirements: References to relevant local corporate governance codes and regulations
What's the difference between a Director Agreement and a Director Services Agreement?
A Director Agreement differs significantly from a Director Services Agreement in several key aspects under Qatar law. While both documents govern relationships with directors, their scope and application vary considerably.
- Scope of Coverage: Director Agreements focus on board-level governance, fiduciary duties, and strategic oversight responsibilities, while Director Services Agreements typically cover operational and day-to-day management services
- Legal Framework: Director Agreements align with Qatar Commercial Companies Law requirements for board membership, while Director Services Agreements follow general contract and employment principles
- Term Structure: Director Agreements usually align with board terms and shareholder approvals, whereas Director Services Agreements often follow fixed-term or project-based timelines
- Compensation Model: Director Agreements include board fees and meeting allowances, while Director Services Agreements typically outline service-based compensation and performance metrics
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