Loans to directors, connected persons and related arrangements—requirement to obtain members’ approval

Published by a LexisNexis Corporate expert
Practice notes

Loans to directors, connected persons and related arrangements—requirement to obtain members’ approval

Published by a LexisNexis Corporate expert

Practice notes
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The Companies Act 2006 (CA 2006) contains provisions that require Loans from a company to its Directors or persons connected with its directors and Related arrangements to be approved by the members of the company.

Approval is required for such transactions as they involve directors (or their Connected persons) and are considered to be particularly open to abuse. The relationship between the statutory provisions requiring approval of such a transaction and the general duties of a director that are set out in statute is discussed in Practice Note: Directors' duties—scope, nature, interpretation and application.

One of the general duties of a director set out in statute is the duty of a director to declare if they are in any way, directly or indirectly, interested in a proposed transaction or arrangement with the company of which they are a director and the nature and extent of that interest to the other directors.

In relation to:

  1. a director’s obligation to declare an interest in a transaction or arrangement with the company of which

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Jurisdiction(s):
United Kingdom
Key definition:
Loans definition
What does Loans mean?

occupational pension scheme resources may not at any time be invested in an employer-related loan. In accordance with section 40 of the Pensions Act 1995, employer-related loans are: loans to the employer or any such person; shares or other securities issued by the employer or by any person who is connected with, or an associate of, the employer; or employer-related investments eg a guarantee or security for obligations of the employer. This does not apply in respect of small self-administered schemes (SSASs) and self-invested pension plans (SIPPs).

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