The Director Employment Contract is a crucial document used when appointing executive directors to Irish companies, combining both directorship duties and employment terms in a single agreement. It is essential for ensuring compliance with the Companies Act 2014 and Irish employment law while protecting both the company's and director's interests. This contract type is typically used for executive directors who have both operational responsibilities and statutory duties as board members. It includes comprehensive provisions covering appointment terms, remuneration, benefits, duties, confidentiality, intellectual property rights, and post-termination restrictions. The document must comply with Irish corporate governance requirements, employment legislation, data protection laws, and sector-specific regulations where applicable. It serves as the foundational document governing the relationship between the company and its directors who are also employees.
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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, including any relevant company resolution details
3. Definitions: Key terms used throughout the agreement
4. Appointment and Term: Details of the directorship appointment, commencement date, and term (if fixed)
5. Duties and Responsibilities: Comprehensive outline of both executive and statutory director duties
6. Time Commitment: Expected working hours and time dedication to the role
7. Place of Work: Primary work location and any mobility requirements
8. Remuneration: Salary, bonuses, and other financial benefits
9. Benefits: Non-salary benefits including pension, health insurance, and other perks
10. Expenses: Policy on business expenses and reimbursement
11. Holidays and Leave: Annual leave entitlement and other leave provisions
12. Confidentiality: Obligations regarding company confidential information
13. Intellectual Property: Assignment of IP rights created during employment
14. Data Protection: GDPR compliance and data processing provisions
15. Restrictive Covenants: Non-compete and non-solicitation provisions
16. Termination: Grounds and procedures for contract termination
17. Garden Leave: Company's right to place director on garden leave
18. Return of Property: Obligations regarding company property upon termination
19. Governing Law: Specification of Irish law as governing law
1. International Travel: Include when role requires significant international travel
2. Share Options: Include when offering equity-based compensation
3. Multiple Directorships: Include when director serves on multiple boards within group companies
4. Regulatory Compliance: Include for regulated industries (e.g., financial services, healthcare)
5. Relocation Provisions: Include when director is relocating for the role
6. Acting as Company Secretary: Include if director will also serve as company secretary
7. Performance Metrics: Include detailed performance criteria and evaluation process
8. Sabbatical Rights: Include if offering sabbatical options after specific service period
9. Insurance and Indemnification: Include detailed D&O insurance and indemnification terms
1. Schedule 1 - Duties and Responsibilities: Detailed list of specific duties and responsibilities
2. Schedule 2 - Remuneration Package: Detailed breakdown of salary, bonuses, and benefits
3. Schedule 3 - Share Option Scheme: Details of any share option or equity participation schemes
4. Schedule 4 - Company Policies: List of applicable company policies and procedures
5. Schedule 5 - Performance Criteria: Specific KPIs and performance evaluation metrics
6. Appendix A - Board Resolution: Copy of board resolution appointing the director
7. Appendix B - Job Description: Detailed executive role description and requirements
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