Board Minutes Approving a Dividend Payment

Updated for 2014

In order for a company to declare a dividend, it must have sufficient distributable reserves to declare the dividend and its board of directors must formally resolve to declare and pay the dividend.

These board minutes record the decision of the directors to declare and make a dividend payment to the shareholders of the company.

Further details are set out below.

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In order for a company to issue a dividend, the board of directors must resolve to issue that dividend from it profits available for distribution as determined by reference to its latest available set of financial statements.

From time to time, a company’s dividend policy will be set out in either the company’s articles of association or in a shareholders’ agreement made between the shareholders of the company and the company itself. As such, in declaring a dividend, the directors will need to ensure that it complies with these obligations.

Similarly, if the company has granted security over its assets (such as a debenture or a fixed and floating charge), the board will also need to ensure that it has the appropriate authority under the terms of the security documents to issue the dividend.

A precedent set of minutes of a meeting of the board of directors declaring and issuing a dividend are attached.

These minutes have been drafted by solicitors and are easy to complete. They come complete with easy to understand guidance notes and instructions on completing them.



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