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Director Exit Agreement Template for Singapore

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Key Requirements PROMPT example:

Director Exit Agreement

"I need a Director Exit Agreement for our company's CFO who is retiring on March 1, 2025, including provisions for his retained share options and a 12-month advisory role to assist with transition."

Document background
A Director Exit Agreement is a crucial document used when a director leaves their position in a Singapore company, whether tHRough retirement, resignation, or mutual agreement. This document ensures compliance with Singapore's Companies Act and corporate governance requirements while protecting both parties' interests. The agreement typically covers resignation terms, final payments, confidentiality obligations, treatment of share options, and return of company property. It's particularly important for listed companies and regulated industries where director transitions must be carefully managed and documented.
Suggested Sections

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

2. Background: Context of the director's appointment and reason for exit

3. Definitions: Key terms used tHRoughout the agreement

4. Effective Date of Resignation: Specific date when directorship ends

5. Resignation Terms: Core terms of the exit including board and subsidiary positions

6. Final Payments: Details of any final compensation or benefits

7. Company Property: Return of company assets and documents

8. Confidentiality: Ongoing confidentiality obligations

9. General Provisions: Standard boilerplate clauses

Optional Sections

1. Share Options: Treatment of existing share options when director holds share options

2. Non-Compete: Restrictions on future employment or business activities when company wishes to restrict future activities

3. Ongoing Advisory Role: Terms of any continuing advisory relationship when director will maintain advisory role

4. Mutual Release: Mutual waiver of claims when clean break is desired

Suggested Schedules

1. Schedule of Directorships: List of all director positions being resigned from

2. Schedule of Company Property: Inventory of items to be returned

3. Schedule of Outstanding Share Options: Details of share options and treatment

4. Form of Announcement: Draft of public announcement if required

5. Resignation Letters: Form of resignation letters for various positions

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓÆµ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions






























Clauses






























Industries

Companies Act (Cap. 50): Primary legislation governing company operations in Singapore, covering directors' duties and obligations, resignation requirements, disclosure obligations, and ACRA filing requirements

Securities and Futures Act (Cap. 289): Regulates securities trading and market conduct, including insider trading provisions, disclosure requirements for substantial shareholdings, and market conduct requirements for listed companies

Employment Act (Cap. 91): While directors are typically not covered, relevant if the director holds an executive position, governing employment terms and conditions

Income Tax Act (Cap. 134): Governs tax implications of termination payments, treatment of share options and other benefits provided to departing directors

Corporate Governance Code: Provides guidelines for corporate governance standards, including board composition requirements and best practices

Personal Data Protection Act 2012: Regulates the handling of personal data and confidentiality obligations in the context of director relationships

Competition Act (Cap. 50B): Governs non-compete provisions and market competition considerations in director exit arrangements

Contract Law: Common law principles governing contract formation, execution, and enforcement, including the Misrepresentation Act

SGX Listing Rules: Additional requirements for listed companies regarding director changes, disclosures, and corporate governance

Company Constitution: Company's governing document containing specific provisions regarding director appointments, removals, and related procedures

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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