As a nominee director, you may be required to sign an indemnity agreement with the company appointing you. This agreement serves to protect you from any legal action taken against you in the course of your duties as a director. By signing such an agreement, you essentially agree to be compensated for any losses or damages resulting from any legal action taken against you.
A nominee director indemnity agreement sample typically includes the following:
1. Identification of the parties involved: This includes the name of the company appointing you as director and your name as the nominee director.
2. Scope of the agreement: This section outlines the nature and extent of your obligations as a nominee director. It usually includes a statement that you will act in good faith and in the best interest of the company.
3. Indemnity clause: This is the most important part of the agreement. It stipulates that the company will indemnify you for any losses or damages incurred as a result of your actions as a director. It also states that the company will cover any legal costs you incur in defending yourself against any legal action.
4. Limitations on indemnity: This section specifies the circumstances under which the company will not be liable for indemnifying you. For example, if you act fraudulently or negligently, you may not be covered under the agreement.
5. Duration of the agreement: This section outlines the period for which the agreement is valid. It may be for the duration of your tenure as a director, or for a specified period.
6. Governing law: This section specifies the laws of the jurisdiction that will govern the agreement.
In conclusion, signing a nominee director indemnity agreement sample can be a wise move, as it protects you from any legal action taken against you while you serve as a director. However, it is important to read the agreement carefully and seek legal advice if necessary, to ensure that you fully understand your obligations and rights under the agreement.