Board Minutes to Declare a Dividend

Directors’ minutes for an interim dividend or a recommended final dividend, built around a documented distributable reserves and solvency check.

Editable Word document
9
10pages
Guidance notes included
aml consultancy solutions

Company secretarial

Board Minutes to Declare a Dividend

About this document

What it’s for

Minutes that record the directors properly checking that the company has enough distributable profits before paying or recommending a dividend, and then approving an interim dividend or recommending a final dividend to the shareholders.

When to use it

  • Each time the company pays a dividend, including regular interim dividends to owner-directors
  • When the directors recommend a final dividend for shareholders to approve
  • As evidence for HMRC, lenders or a future buyer that dividends were lawful

What’s inside

The document is laid out in the sections below. Each one comes with a plain-English guidance note explaining what it does and what to change.

  1. Chair, quorum and notice
  2. Declarations of interest
  3. Purpose of the meeting
  4. Relevant accounts
  5. Distributable profits
  6. Solvency and directors’ duties
  7. Decision
  8. Entitlement and payment
  9. Dividend waivers
  10. Records

Also included

  • Solvency check

How to complete it

  • Complete the distributable reserves working in Schedule 1 first, using the relevant accounts
  • Choose Option A (interim) or Option B (final) in clause 7 and delete the other
  • Complete the entitlement table in Schedule 2 and issue a dividend voucher for each shareholder
  • For a final dividend, get member approval using Schedule 3 before paying

Key points to check

  • Do not pay a dividend if the company cannot pay its debts as they fall due, even if reserves look positive
  • Payments must follow each shareholder’s rights under the articles

Our templates are professionally structured starting points for UK businesses, not legal advice. For anything complex, unusual or high-value, have your final version checked by a solicitor.

Included in the pack

Company secretarial

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Editable Microsoft Word files

Guidance notes in every document

Written for UK businesses

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