Company law · When something changes
Paying a dividend
Companies Act 2006 Part 23 · No Companies House filing
The duties
FreeA dividend is a distribution to the members, and it is governed by Part 23 of the Companies Act 2006. A company may only pay a dividend out of profits available for the purpose. Paying a dividend when there are no profits available makes it an unlawful distribution, which the company can be required to recover. There is no Companies House filing for a dividend, so the discipline is entirely in the approval and the records.
The directors approve an interim dividend, and the members approve a final dividend, and in each case the company keeps records that show the distribution was lawful. Those records are the accounts that justified the profit, the board or members' decision, and the dividend voucher for each shareholder. This is a common point of exposure, because a company that pays out on a hunch about its profit can create a liability it did not expect.
The tool that solves it
FreeThe Distributions and Dividends section of the ComplianceSME Companies Act 2006 agent toolkit takes you through the test for available profits and the approval route for the dividend. It records the profit figure relied on, the approval and the voucher for each member. It asks you what profit supports the payment and how it was approved, one question at a time, then produces the evidence that the distribution was lawful under Part 23.
Free with a free account
The Companies Act 2006 agent toolkit is free and needs a free ComplianceSME account. It is engineered for Claude and runs in a dedicated Claude account.
This situation is covered by the Distributions section. Section 1 runs first and builds your company passport, then you ask the ComplianceSME connector for this section in Claude.
Open this sectionEverything beyond the Companies Act 2006 has its own agent toolkit in the full register.
All ComplianceSME agent toolkits, the free and the paid alike, are engineered for Claude and run in a dedicated Claude account.