Jurisdiction(s):
United Kingdom

Related legal acts

Key definition

Waiver definition

What does Waiver mean? In practice, waiver describes a party choosing not to insist on strict contractual performance, thereby giving up, temporarily or permanently, a contractual right or remedy. It is a descriptive, case law concept used across contract law and procedure in England & Wales, Scotland, Northern Ireland and Ireland. Key features: - Express or implied by conduct, but intention must be clear and unequivocal. - May occur before or after breach. After breach, not exercising a right to terminate is often called an election or affirmation (a waiver of the termination right). - A one‑off indulgence usually suspends strict performance and can be withdrawn...

Dividend Waivers under UK Company Law: Procedure, Timing, Deed Requirements and HMRC Settlements, CGT and IHT Risks

Published by a LexisNexis Corporate expert

Practice notes

Dividend

A company possesses an implied authority to distribute its profits to its members, unless its articles of association stipulate otherwise. A dividend represents one form of distribution made by a company to its members; indeed, dividends are, in practice, the form of distribution most commonly made by companies. To make a lawful distribution, the company must comply with Part 23 of the Companies Act 2006 (CA 2006) and with the common law rules on distributions, as those rules are modified by the statutory provisions just mentioned.

For discussion of the law and practice applicable to company distributions, see Practice Note: Distributions. For an outline of the consequences of failing to comply with the law on distributions, see Practice Note: Unlawful distributions. In ordinary parlance, ‘dividend’ means a share of profits, whether at a fixed rate or otherwise, allocated to the holders of a company’s shares. The expression is used for payments made to shareholders in their capacity as shareholders, and not, eg, by way of remuneration for services...

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Web page updated on 21/05/2026

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