I have a recently incorporated corporate client subject to the Model articles of association. There are two shareholder directors each owning 50% of the ordinary shares of the same class. There are sufficient distributable profits and the directors wish to pay a dividend to one shareholder and not the other. Is it just the case of completing a written resolution which specifies which shareholder should receive the dividend plus a dividend voucher?
Would the answer be different if the directors decided to pay (say) £75,000 to one shareholder and £25,000 to the other?
Assuming the facts are the same but the company is older and Table A applies, can the directors simply complete a written special resolution adopting the Model Articles instead of Table A – them pay the single dividend?
If this is the case, why bother with dividend waivers or splitting shares into different classes?
Any advice would be much appreciated. Thank you.