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A Director Services Agreement sets out the formal relationship between a company and its director in Belgium, going beyond standard employment contracts. It details the director's specific duties, compensation package, and professional commitments while ensuring compliance with Belgian corporate governance rules and the Companies and Associations Code.

Belgian companies use these agreements to protect both parties' interests, clarify performance expectations, and establish clear frameworks for decision-making authority. The agreement typically covers key areas like strategic planning responsibilities, board meeting participation, confidentiality obligations, and termination conditions - while accounting for Belgian tax regulations on director remuneration.

Consider implementing a Director Services Agreement when appointing new board members or updating governance structures in your Belgian company. This agreement becomes essential for privately-held companies bringing in professional directors, family businesses transitioning to professional management, or any organization needing to clearly define director responsibilities and authority limits.

The agreement proves particularly valuable during leadership transitions, when expanding board oversight, or restructuring governance models. Belgian companies often use it to address complex scenarios like part-time directorships, multi-board appointments, or when directors provide additional consulting services. It helps prevent future disputes by establishing clear performance metrics, compensation terms, and confidentiality obligations upfront.

• Basic Director Agreement: Covers core duties, compensation, and standard governance obligations - ideal for straightforward board appointments
• Executive Director Agreement: Includes expanded operational responsibilities and detailed performance metrics for directors with management roles
• Non-Executive Agreement: Focuses on oversight duties, committee participation, and independence requirements per Belgian governance codes
• Group Structure Agreement: Addresses multi-company directorships within corporate groups, including conflict management and time allocation
• Specialized Industry Agreement: Contains sector-specific provisions for regulated industries like financial services or healthcare

• Board of Directors: Reviews and approves the Director Services Agreement terms, ensuring alignment with company strategy and governance needs
• Individual Directors: Sign and comply with the agreement's terms, including duties, compensation, and confidentiality obligations
• Corporate Legal Counsel: Drafts and customizes agreements to meet Belgian legal requirements and company-specific needs
• Company Secretary: Maintains records, ensures proper execution, and monitors compliance with agreement terms
• Shareholders: May need to approve certain terms, especially in privately-held companies or family businesses

• Director Details: Gather full legal name, address, qualifications, and any existing roles or commitments
• Role Scope: Define specific responsibilities, time commitment, and performance expectations
• Compensation Structure: Document all forms of remuneration, including fees, benefits, and expense policies
• Company Information: Collect corporate details, governance framework, and relevant board policies
• Legal Requirements: Review Belgian Companies Code requirements and corporate governance guidelines
• Internal Approvals: Confirm necessary board and shareholder authorizations for appointment terms

• Party Identification: Full legal names, addresses, and roles of company and director
• Appointment Terms: Duration, position title, and scope of directorship duties
• Remuneration: Detailed fee structure, benefits, expense policies, and payment terms
• Performance Obligations: Specific duties, time commitments, and governance responsibilities
• Confidentiality: Data protection measures and non-disclosure obligations
• Termination Provisions: Notice periods, grounds for termination, and post-termination obligations
• Governing Law: Explicit reference to Belgian law and jurisdiction for disputes

A Director Services Agreement differs significantly from a Director Appointment Agreement in both scope and purpose. While both documents relate to director roles, they serve distinct functions in Belgian corporate governance.

• Scope of Coverage: Director Services Agreements comprehensively detail ongoing duties, performance metrics, and compensation structures, while Appointment Agreements primarily focus on the formal installation process and basic terms of office
• Legal Framework: Services Agreements operate under both corporate and contract law, covering detailed operational responsibilities. Appointment Agreements mainly fulfill statutory requirements under Belgian company law
• Duration and Flexibility: Services Agreements typically include adaptable terms for evolving roles and responsibilities, whereas Appointment Agreements usually stick to fixed-term appointments with standard renewal provisions
• Compensation Details: Services Agreements elaborate on complex remuneration packages, while Appointment Agreements often contain only basic compensation terms