You are on page 1of 2

[ESCL LETTERHEAD]

date

[Name]
[Address]

TEMPORARY APPOINTMENT AS DIRECTOR OF


______________

Dear Ms. _____________,

Due to the travel restrictions brough about by the COVID-19 Pandemic and in order to
facilitate transactions involving the company, _________. (the “Company”) in Thailand,
you will be temporarily appointed as a director of the Company subject to the following
terms and conditions.

1. Your appointment as a director is merely temporary until such time as travel


restrictions have been lifted and the directors/shareholders of the Company can
travel freely to and from Thailand, and such appointment may be revoked at any
time, with or without cause.

2. Aside from the salary you are currently receiving, your appointment as a director
of the Company will not be subject to any additional compensation.

3. As a director, your duties and responsibilities will include all the duties and
responsibilities contained under the Thai Civil and Commercial Code and other
related laws, including liabilities arising from any breach of duty.

4. As a director, you will have restricted level of signing authorization on behalf of


the Company as follows:

a. For general administrative matters with amounts not exceeding THB[],


you may sign upon notice to Ms. ______________and/or [Name].
b. For documents, contracts and other matters with amounts exceeding
THB[] or other material contracts which may be incapable of pecuniary
estimation, a written email authorization for you to sign should be
provided to you by Ms. ____________and/or [Name] before you can sign.

5. You are required to exercise due diligence in the conduct and performance of
your obligations and shall ensure that such conduct shall be within the bound of
laws, rules and regulations. In case of any breach of your obligation under this

Page 1 of 2
agreement, including signing a contract or document without written authority,
you shall be liable to the Company for any and all damages that may result from
such breach, including but not limited to the actual damages or full value of the
contract/document you have illegally entered into, exemplary damages, moral
damages for tainting the reputation of the Company and liquidated damages of
not less than double the value of the actual damages incurred or suffered by the
Company by reason of or arising from the breach.

This agreement shall be effective upon your appointment as a director and continue to
be effective until your appointment as a director has been revoked or terminated, with or
without cause.

If our understanding of our agreement is as outlined in this letter, please sign on each
page and on space provided below, date and return the attached duplicate copy of our
file.

Sincerely yours,

For the Company

[Position]

I accept the agreement as provided in this letter.

Name:

,
Place Date

Page 2 of 2

You might also like