This document is an agreement for the appointment of a managing director.
Directors and officers
A director is a person who is appointed to the position of director. This can include the following:
- appointed directors;
- governing directors;
- nominee directors;
- alternate directors;
- associate directors;
- de facto directors and shadow directors; and
- executive, non-executive and independent directors, including managing directors and chairmen.
Generally, the process for appointing directors is governed by the company's constitution. The constitution may give the general meeting power to appoint directors, and may also confer power on the directors to fill casual vacancies and appoint additional directors. A public company must have at least three directors (not counting alternates). A proprietary company must have at least one director.
Appointment of a managing director
The board of directors can appoint the managing director to the board. The board can ask the managing director to sign an agreement for appointment outlining their rights and responsibilities and how they can be removed. This document is used for that purpose.
Resolution to approve appointment of managing director
This document has been updated for Lexis Nexis by Jane Garber-Rosenzweig, Partner, Gable Lawyer. Previous versions of this were authored by Kate Mills, Peter Richard, Robert D Jeremy, Robert M A Mangioni, Kathleen H Clothier and Amanda Beattie.
This document is prepared with the assistance of Specialist Editors Karen Lee and Geoff Geha.