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Director's Loan Agreement & Dividend Board Minutes Templates
Editable Word templates for documenting a director's loan and declaring dividends correctly, with Section 455 tax notes included.
Please read before using: This is a generic template for informational purposes only and does not constitute legal or tax advice. Director's loans have real Section 455 corporation tax consequences if not documented and repaid correctly. Please have this document reviewed by a qualified accountant or solicitor before use, and adapt it to your company's specific circumstances and articles of association.
What’s Included
- Director's Loan Agreement — a formal loan note covering amount, repayment terms, interest (or interest-free with benefit-in-kind notes), default terms, and a Section 455 tax acknowledgement section.
- Dividend Board Minutes — a standard board resolution template confirming the company has sufficient distributable reserves before declaring a dividend, which is a legal requirement.
- Dividend Voucher — a table-format voucher recording company details, shareholder details, dividend per share and total payable, for the shareholder to retain as evidence of income.
Why Documentation Matters for Director's Loans
- If a director's loan from the company isn't repaid within 9 months and 1 day of the company's accounting reference date, the company can be liable for tax under Section 455 of the Corporation Tax Act 2010 — currently charged at a significant rate on the outstanding balance.
- This tax is refundable once the loan is repaid, but the refund isn't automatic or immediate, so getting the terms right upfront matters.
- A loan without interest, or below a commercial rate, exceeding £10,000 at any point can also create a separate benefit-in-kind tax charge on the director personally.
- Dividends declared without sufficient distributable reserves on the company's books can be treated as unlawful, which is why the board minutes template specifically references this.
Frequently Asked Questions
If the loan remains outstanding 9 months and 1 day after the company's accounting reference date, the company may become liable for a Section 455 corporation tax charge on the outstanding balance. This is refundable once the loan is eventually repaid, but not immediately.
Yes. UK company law requires directors to confirm the company has sufficient distributable reserves before declaring a dividend, and this should be formally minuted. It's a routine but legally required step, even for single-director companies.
There's no strict legal requirement to have a formal written agreement, but having one is strongly recommended — it creates clear evidence of the terms, which matters both for company law and for HMRC if the loan is ever queried.
The template is free to download and edit. It is not legal or tax advice — please have it reviewed by a qualified professional before use, as stated in the disclaimer on this page and within the document itself.
Sources
- Section 455 rules from GOV.UK — Director's loans (checked 2026)
- Dividend distribution rules from GOV.UK — Taking money out of a limited company