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INDEPENDENT NON-EXECUTIVE DIRECTOR'S SERVICE AGREEMENT

Consulting Services Agreement

INDEPENDENT NON-EXECUTIVE DIRECTOR'S SERVICE AGREEMENT | Document Parties: CHINA SOUTHERN AIRLINES CO LTD You are currently viewing:
This Consulting Services Agreement involves

CHINA SOUTHERN AIRLINES CO LTD

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Title: INDEPENDENT NON-EXECUTIVE DIRECTOR'S SERVICE AGREEMENT
Date: 6/30/2005
Industry: Airline    

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Exhibit 4.2

 

This is only an English translation of the agreement in Chinese.

 

 

This English translation shall not have any binding effect.

 

 

No responsibility can be accepted for reliance upon it.

 

CHINA SOUTHERN AIRLINES CO., LTD.
INDEPENDENT NON-EXECUTIVE DIRECTOR’S SERVICE AGREEMENT

This Agreement is entered into between and by the following two parties as of __________:

 

Party A: 

China Southern Airlines Co., Ltd., a limited liability company established under the laws of the People’s Republic of China with its registered address at Baiyun Airfield of Guangzhou, Guangdong Province;

Party B: [Name] [Address].

The two parties agree as follows:

1.

 

Definition:

 

1.01

 

During the term of this Agreement, unless otherwise provided, “Board of Directors” refers to Party A’s Board of Directors; “Month” refers to the calendar month.

 

 

 

1.02

 

Unless otherwise provided, articles referred in this Agreement all refer to the articles in this Agreement.

 

 

 

2.

 

Appointment

 

 

 

 

 

Party A shall appoint Party B in terms and conditions set forth in this Agreement and Party B shall assume the position of an Independent Non-Executive Director of the Board of Directors of Party A in terms and conditions set forth in this Agreement.

 

 

 

3.

 

Term of Office

 

 

 

 

 

Unless otherwise provided, Party A shall appoint Party B as Independent Non-Executive Director as of for a term of three (3) years. When the term of office expires, Party B may take consecutive terms subject to the approval of the Board of Directors of Party A and this Agreement remains effective until either party gives no less than one month prior written notice to the other party.

 

 

 

4.

 

Party B’s Duty and Responsibility

 

 

 

 

 

During the term of office, Party B shall

 

 

 

     

(a)

perform as party a’s director the duties assigned from time to time by the board of directors and exercise the power conferred upon him from time to time by the board of directors;

 

 

(b)

comply with and conform to any lawful instructions or directions that the Board of Directors issue from time to time and serve the Company in good faith and prudent manner and shall do his best to promote the business of the Company; and

 

 

(c)

diligently and whole heartedly devote himself to Party A’s business and interest and personally attend to Party A’s business and interest at any time during the normal hours of business and other hours reasonably requ


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