Recommending a Final Dividend (Board Resolution)
Updated 7 February 2026
This written resolution records the directors’ formal recommendation to the company's shareholders to declare a final dividend. It sets out the dividend amount, record date, and payment date, providing the board’s rationale for shareholder approval and ensuring compliance with applicable corporate law and the company’s articles of association.
Notes for execution
Shareholder approval is required to formally declare the final dividend (see the shareholder resolution template provided by GitLaw), but a board resolution to recommend the dividend to the shareholders such as this is common and good practice.
Ensure all directors entitled to vote on the resolution sign the document, or the required quorum is satisfied, in accordance with the Articles. Directors must also confirm sufficient distributable profits exist and the company will remain solvent after payment. It is also important to verify that the dividend declaration complies with applicable corporate law, tax withholding requirements, and shareholder notification rules.
Recommendation for Final Dividend
IT IS RESOLVED THAT:
Dividend Recommendation
The board recommends the declaration of a final dividend of [dividend amount per share] per share for the financial year ended [applicable financial year], payable to shareholders registered on [record date]. The dividend, if approved by the shareholders, shall be payable on [dividend payment date].
The board confirms that, in its opinion, the Company will remain solvent after the payment of the recommended dividend and that sufficient profits are available for distribution in accordance with applicable law and the Company’s governing documents.
Authority to Implement
Any director of the Company is authorised to:
Notify shareholders of the recommended dividend;
Take all necessary steps to effect payment, including liaising with the Company’s bankers or transfer agent; and
Ensure compliance with all applicable legal, regulatory, and tax obligations.
About this template
What is this template?
Recommending a Final Dividend (Board Resolution) is a free, ready-to-use Corporate template you can open, customize, and download on GitLaw. It gives you a professionally structured starting point, so you never have to draft from a blank page. The wording is plain and modern, organized into clear sections that are easy to read, edit, and adapt to your own situation before you share or sign it.
When should you use it?
Reach for this Corporate template whenever you need a reliable agreement quickly and want to be sure the essentials are covered. It suits individuals, freelancers, startups, and established businesses alike. Instead of paying for a document drafted from scratch, you can start here, tailor the details to your arrangement, and have a polished draft ready in minutes. This version is drafted with England & Wales in mind, though you should always review the final wording against the laws that apply to you.
What's typically included?
A well-drafted Corporate usually sets out the parties involved, the scope of the agreement, and each side's rights and responsibilities. Expect sections covering key terms and definitions, how long the agreement lasts, how it can be ended, and what happens if something goes wrong. This template brings those building blocks together in a sensible order, so you can focus on the specifics rather than worrying about what to include. Open it to read the full document, then sign up to edit, negotiate, and e-sign it directly in GitLaw.