Dividend Board Resolution Template for Germany

The Dividend Board Resolution is a crucial corporate governance document used when a German company's board of directors decides to distribute profits to shareholders. This formal resolution must comply with the German Stock Corporation Act (Aktiengesetz) and the company's articles of association. The document is typically prepared after the approval of annual financial statements when distributable profits have been determined, or in cases of interim dividends, when interim financial statements support such distribution. The resolution must include specific details about the dividend payment, such as the amount, timing, and method of distribution, while ensuring compliance with German corporate law requirements regarding capital maintenance and shareholder equality. This document forms the legal basis for the company's dividend distribution and is essential for corporate record-keeping and regulatory compliance.

1. Meeting Details: Date, time, location, and format (in-person/virtual) of the board meeting

2. Attendance and Quorum: List of attending board members and confirmation that quorum requirements are met

3. Legal Basis: Reference to relevant provisions of Articles of Association and German Stock Corporation Act (AktG) authorizing dividend distribution

4. Financial Statement Reference: Reference to the approved annual financial statements showing distributable profits

5. Dividend Resolution: Formal resolution stating the total dividend amount, dividend per share, and record date

6. Payment Details: Specification of payment date, method, and any relevant banking information

7. Certification: Signatures of the required board members and/or company secretary