A proprietor takes money out of the business whenever she likes and records it as Drawings. Shareholders cannot do that. A corporation's profit belongs to the corporation until the board of directors decides to distribute some of it as a dividend. Shareholders of a public company may number in the thousands and change every day as shares trade, so the corporation needs a precise process: a date the decision is made, a date that fixes who gets paid, and a date the money goes out. It also needs rules for who gets paid first when there are two classes of shares.
Declaration, record and payment dates
- Date of declaration. The board formally declares the dividend. From this moment the corporation has a legal obligation, so it records a liability (Dividends Payable) and reduces retained earnings.
- Date of record. Whoever is listed as a shareholder at the end of this day receives the dividend. Nothing is owed or paid that has not already been recorded, so there is no journal entry; the company only prepares the list of shareholders.
- Date of payment. The corporation pays the dividend and removes the liability.
| Date | Account | Debit | Credit |
|---|---|---|---|
| 2026 Dec. 1 | Retained Earnings | $19,750 | |
| Dividends Payable: Preferred | $8,000 | ||
| Dividends Payable: Common | $11,750 | ||
| Declared $4 per preferred share on 2,000 shares and $0.25 per common share on 47,000 shares | |||
| Dec. 15 | No entry: date of record | ||
| 2027 Jan. 10 | Dividends Payable: Preferred | $8,000 | |
| Dividends Payable: Common | $11,750 | ||
| Cash | $19,750 | ||
| Paid the dividends declared Dec. 1 |
Splitting a dividend between preferred and common
When the board declares a total dividend, preferred shareholders are paid their entitlement first and common shareholders receive whatever is left. The entitlement depends on whether the preferred shares are cumulative. Suppose Northern Lights Ltd. has 5,000 $2 preferred shares ($10,000 a year) and 100,000 common shares. It declared no dividend in 2025, and in 2026 the board declares $40,000 in total.
| Step | Non-cumulative preferred | Cumulative preferred |
|---|---|---|
| Arrears from 2025 | None: the missed 2025 dividend is lost | $10,000 |
| Current year 2026 | $10,000 | $10,000 |
| Total to preferred | $10,000 | $20,000 |
| Remainder to common | $40,000 - $10,000 = $30,000 | $40,000 - $20,000 = $20,000 |
| Per common share | $30,000 / 100,000 = $0.30 | $20,000 / 100,000 = $0.20 |
Dividends in arrears are not a liability
When a cumulative preferred dividend is skipped, the unpaid amount is called dividends in arrears. It is not a liability, because no dividend is owed until the board declares one; a corporation might never declare one again. So there is no journal entry for arrears. Instead, the corporation discloses the amount in the notes to the financial statements (for example, "Dividends on the cumulative preferred shares are in arrears by $10,000"), because investors and lenders need to know that this amount must be paid before common shareholders can receive anything.
Legal limits on paying dividends
To declare a cash dividend, a corporation needs three things: enough retained earnings (dividends are paid out of accumulated profit, not out of share capital), enough cash, and a board decision. Corporate law adds a solvency test. Under the CBCA and OBCA, the directors may not declare or pay a dividend if there are reasonable grounds to believe that, after paying it, the corporation would be unable to pay its liabilities as they come due, or that the realizable value of its assets would be less than its liabilities plus its stated share capital. The point is to protect creditors: shareholders should not be able to strip out cash and leave lenders and suppliers unpaid. Directors who approve a dividend that breaks these rules can be personally liable to repay it.