Can a Limited company give unsecured loan?

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Accounts Head (Querist)
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02 April 2024 Dear Experts,
Can a Limited company give unsecured loan? if yes
Can it give loan to Individuals / Pvt. Ltd. Companies / Directors ?

Asha Kanta Sharma

Asha Kanta Sharma

(Expert)
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06 July 2024 Yes, a limited company can give unsecured loans, subject to certain conditions and legal provisions outlined in the Companies Act, 2013. Here’s a breakdown of the types of loans a company can provide:

1. **Unsecured Loans**: A company can provide unsecured loans, which are loans not backed by any collateral or security.

2. **Recipients of Loans**:
- **Individuals**: Yes, a company can give unsecured loans to individuals, subject to compliance with applicable regulations and internal policies.
- **Private Limited Companies**: A company can provide loans to other private limited companies, subject to certain restrictions and compliance requirements under the Companies Act, 2013.
- **Directors**: A company can also provide loans to its directors. However, there are specific provisions and limits prescribed under the Companies Act regarding such loans to directors. Loans to directors are generally considered related-party transactions and must comply with the provisions of Section 185 of the Companies Act.

3. **Legal Compliance**:
- **Section 186 of the Companies Act**: This section lays down the provisions relating to loans and investments by companies. It sets limits on the amount of loans a company can give, the purpose for which loans can be given, and the procedures for approval.
- **Board Resolution**: The board of directors of the company must approve any loan given by the company, including unsecured loans. This approval must be in accordance with the powers conferred by the Articles of Association of the company.
- **Shareholder Approval**: In some cases, shareholder approval may also be required for giving loans, especially if it exceeds certain limits prescribed under the law.

4. **Documentation and Terms**: It’s crucial that any loan provided by the company is properly documented with clear terms and conditions, including repayment schedules and interest rates (if applicable). This helps in maintaining transparency and ensures compliance with legal requirements.

5. **Tax Implications**: Companies should also consider tax implications related to giving loans, such as provisions under the Income Tax Act, 1961, regarding deemed dividends if loans are given to shareholders or their relatives.

Given the legal complexities involved, it’s advisable for companies to consult with legal advisors or company secretaries to ensure compliance with all statutory requirements before providing any loans, especially unsecured loans, to individuals, private limited companies, or directors.