The performance of the Board of Directors, its committees and its individual directors is evaluated annually. They must participate in all ongoing quality improvement programs identified by the Board of Directors as appropriate for directors and as part of internal and external audit processes to assess the performance of directors, boards of directors and committees. In the meantime, if there are issues that concern you about your role, you should discuss them with the Chair of the Board of Directors as soon as appropriate. All information obtained during your date is confidential to the [company] and must not be disclosed to third parties during your appointment or at the end of your term (by any means), unless permitted by law and with the prior authorization of the President. The Board of Directors determines the amount of compensation paid to its non-executive members as part of shareholder restrictions. This letter refers to your appointment as director of [the company]. In the event that you are also invited to work on one or more committees, this procedure will be dealt with through a separate procedure, which will set out any additional fees and ensure that you are aware of the committee`s mandate and the responsibilities associated with it. It is accepted and recognized that you may have other business and material interests than those of [the company]. Please contact the company as soon as possible to disclose your interests as a shareholder, director, public servant or agent of other companies or companies to the board of directors and have them registered in the company`s interest register. The register of interests is presented at each meeting of directors. Disclosure of interest is an obligation that remains. Please ensure that the Board of Directors is informed of changes in your interests so that the interest register can be kept up to date. This should be done in writing.
I am pleased to confirm that the board of directors of [the company] has appointed you non-executive director on the recommendation of its nominating committee. I am writing to define the terms of the appointment. Please note that this is a service contract and not an employment contract. Normally, the day-to-day management of [the company] is left to management. All directors are expected to make decisions objectively in the best interests of [the company]. The board as a whole is collectively responsible for [the company`s] success. All directors, whether non-executive or executive, have the same general legal responsibilities. The date is [date] at the next annual meeting, scheduled for [the date]. You may be elected to this meeting and, if elected during this session, take turns retiring in accordance with the Constitution or the Company Statutes. The Board of Directors is responsible for effectively representing and promoting the interests of the company and therefore of all shareholders. Given its role, the Board of Directors manages and oversees the management of the company, including: Non-executive directors may be invited to a second three-year term.