Alex is Sprintlaw’s co-founder and principal lawyer. Alex previously worked at a top-tier firm as a lawyer specialising in technology and media contracts, and founded a digital agency which he sold in 2015.
If you run a company in Australia, chances are money moves between you and your business in ways that don’t always fit neatly into “salary” or “dividends”. Maybe you paid a supplier personally and want the company to reimburse you later. Or maybe you’ve taken money out of the business temporarily and plan to square it up later.
This is where a directors loan account (often shortened to DLA) comes in. It’s a common accounting tool, but it can also create real legal, tax and compliance risks if it’s not managed properly - particularly for private companies, where special tax rules can apply to loans to directors, shareholders and their associates.
In this guide, we’ll walk you through what a directors loan account is, how it works in practice, common scenarios for small businesses, and the watch outs that can catch directors off guard. We’ll also cover how to put clear processes and documentation around director loans so you can run your business with confidence. (And while we can help with the legal side and documentation, you should also speak with your accountant or tax adviser about your specific tax position.)
What Is A Directors Loan Account (And Why Do Small Businesses Use One)?
A directors loan account is a record in your company’s books that tracks money moving between:
- the company, and
- a director (or sometimes a shareholder or associate, depending on your structure).
It’s not a bank account in the everyday sense. It’s an accounting ledger entry that shows whether:
- the company owes you money (for example, you paid business expenses personally), or
- you owe the company money (for example, you withdrew company funds for personal use).
Small businesses use a director loan account because it’s practical. Especially in the early days, directors often:
- inject funds into the business to keep things moving,
- pay for expenses before the company has stable cash flow, and/or
- take money out informally when income is uneven (which still needs to be correctly treated as salary, dividends, or a loan - companies generally don’t have “drawings” in the same way a sole trader does).
That said, “practical” doesn’t always mean “safe”. A DLA can become a problem if money is mixed, documentation is missing, or repayments and interest are not handled correctly.
How A Director Loan Account Works In Practice (Common Scenarios)
The easiest way to understand a director loan account is to look at common situations Australian small businesses run into.
1. You Pay Company Expenses Personally
Let’s say you pay a supplier invoice on your personal credit card because the company account is temporarily low. In many cases, the company can record this as the business owing you money.
In your DLA, this is usually recorded as a credit to the director’s loan account (the company owes the director).
2. You Put Money Into The Company
If you transfer money into the company bank account (for example, to fund stock, cover rent, or pay wages), it may also be recorded as a loan from you to the company.
Again, the DLA will show the company owes you money unless and until the loan is repaid.
3. You Take Money Out Of The Company For Personal Use
If you take money from the company for personal use (not wages processed through payroll, and not declared dividends), this can be treated as the director owing the company money.
This is typically recorded as a debit to the director’s loan account (the director owes the company).
This is the scenario that often creates the biggest compliance and tax risks, because it can trigger Australia’s private company loan rules (including Division 7A) and raise corporate governance questions.
4. You Offset Amounts Over Time
Many DLAs “move around” throughout the year. You might inject funds one month, then take some money out a few months later. Your bookkeeper or accountant may net these amounts off so your DLA shows the balance at any point in time.
The key point is that a DLA should not be treated as a casual running tab. It should be tracked accurately, reconciled regularly, and backed by clear documentation.
Director Loans Vs Salary Vs Dividends: What’s The Difference?
When you’re paying yourself from a company, the method matters. A directors loan account is only one possible mechanism, and it isn’t always the best one.
Salary/Wages (Payroll)
If the company pays you a salary, this is employment income and is generally processed through payroll with PAYG withholding and superannuation obligations (where applicable). This is typically the most straightforward option for “regular” income. If payments are really wages but are booked to the DLA, that can create PAYG and super compliance issues.
If you employ staff (or you’re an employee-director paid wages), it’s worth having an Employment Contract that clearly sets expectations around pay, duties, confidentiality and termination.
Dividends
Dividends are distributions of profit to shareholders, generally declared in accordance with company law requirements (including solvency considerations). They’re not “automatic” and usually require proper records and resolutions.
Dividends can be tax-effective in some circumstances, but they require profit and appropriate governance steps.
Director Loans (DLA Movements)
A director loan is money borrowed by (or lent to) the company. It’s often used for short-term cash flow and reimbursements, but it can also be misused as an informal way to take money out without payroll or dividends.
As a rule of thumb, a director loan account is best treated as a tool for:
- reimbursements of business expenses,
- temporary funding injections, and
- documented loans with clear repayment terms.
If you’re regularly taking money out for personal living costs, it’s usually worth speaking with your accountant and lawyer about whether a salary structure, dividends, or a combination is more appropriate - and whether Division 7A needs to be managed.
Key Legal And Tax Risks To Watch With A Directors Loan Account
A directors loan account can be completely legitimate. The risk is usually not the concept itself, but the lack of process around it.
Here are some of the major risk areas to keep on your radar.
1. Unclear Loan Terms (And Disputes Later)
If you’ve loaned money to your company (or the company has loaned money to you), it’s worth documenting the arrangement properly: how much was loaned, whether interest applies, when repayments will be made, and what happens if the business can’t repay.
This becomes especially important if:
- you have multiple directors or shareholders,
- you plan to bring on investors,
- you sell the business, or
- relationships break down.
In these scenarios, a handshake agreement can quickly turn into a serious dispute about who is owed what.
2. Director Duties And Governance Issues
Directors have legal duties to act in the best interests of the company and to use company money appropriately. If a director is withdrawing funds informally or treating the company account like a personal account, it can raise governance issues.
Good governance doesn’t have to be complicated, but it does need structure. Many companies set out decision-making and financial controls through a Company Constitution and (where there are multiple owners) a Shareholders Agreement.
3. Insolvency And Cash Flow Pressure
If the company is under financial stress, director loans can become sensitive very quickly.
For example:
- If the company owes the director money, you may be tempted to repay yourself first.
- If the director owes the company money, the company may need to call for repayment to meet liabilities.
Either way, you should be careful about how funds are moved when the company is close to insolvency, and get tailored advice early.
4. Tax Treatment (Including Division 7A For Private Company Loans)
Director loans can have tax consequences depending on how they’re structured, who owes who, and whether loans are repaid within required timeframes.
In Australia, if a private company makes a loan to a director, shareholder, or an associate, Division 7A of the Income Tax Assessment Act 1936 may treat the loan (or part of it) as an unfranked dividend unless it is repaid on time or put under a complying loan agreement. Complying arrangements typically require (among other things) a written agreement in place by the relevant deadline, interest at least at the ATO benchmark rate, and minimum yearly repayments over the term.
Other tax issues can also arise depending on what the payment is actually for (for example, PAYG withholding and super if it’s really wages, or fringe benefits tax if the company is providing personal benefits rather than making a genuine loan).
Because tax outcomes depend heavily on your specific circumstances, it’s a good idea to speak with your accountant or tax adviser before you rely on a director loan account as a “payment strategy”. Sprintlaw can help with the legal documentation and governance, but we don’t provide tax advice.
5. Record Keeping And Audit Trail
Even for small businesses, record keeping matters. If you can’t explain what a DLA balance relates to (and support it with records), it can create problems with:
- tax reporting,
- financial statements,
- investor due diligence, and
- business sale negotiations.
In practice, a messy directors loan account can reduce the value of your business because buyers and investors will price in the risk and uncertainty.
How To Manage Your Directors Loan Account The Right Way
Most DLA issues are preventable. The goal is to create a simple, repeatable process so money moves are deliberate and properly documented.
1. Separate Business And Personal Spending Early
This is the single best practical step you can take.
- Use a dedicated company bank account for business income and expenses.
- Avoid paying personal expenses from the company account.
- If you do pay a business expense personally, keep receipts and note what it was for.
The less “mixing” you do, the cleaner your directors loan account will be.
2. Decide What The Payment Method Is (Before The Money Moves)
When you take money out of the company, decide what it is:
- salary (payroll),
- dividend, or
- loan (recorded through your directors loan account).
This helps avoid accidental outcomes where something intended as wages is treated as a loan (or vice versa).
3. Use Written Documentation For Loans (Especially Larger Amounts)
If the company borrows money from you, or you borrow money from the company, consider documenting it as a formal loan arrangement. A written agreement can cover:
- the loan amount and date advanced,
- interest (if any),
- repayment schedule,
- security (if applicable), and
- what happens if there is default.
If your company is a private company and the loan is to a director/shareholder/associate, ask your accountant or tax adviser whether the loan also needs to meet Division 7A requirements (including timing, benchmark interest, and minimum yearly repayments) to avoid it being treated as an unfranked dividend.
From a broader business risk perspective, it can also be worth considering whether a director loan should be documented separately from your general bookkeeping entries, particularly if your business is growing or you have multiple stakeholders.
4. Reconcile Your DLA Regularly
DLAs can drift over time. A small withdrawal here and there can snowball into a large balance that no one can properly explain at year end.
Ask your bookkeeper or accountant to review the directors loan account regularly (for example, monthly or quarterly), not just at tax time.
5. Make Sure Your Founders Are Aligned
If you have more than one director or shareholder, DLAs can become a flashpoint if different people have different expectations about reimbursements, withdrawals, and repayments.
A clear Shareholders Agreement can set rules around decision-making, payments to founders, and how money is taken out of the business.
This is often the difference between “everyone understands how it works” and “everyone remembers it differently later”.
What Legal Documents Help You Stay On Track With Director Loans?
A directors loan account sits at the intersection of legal governance and everyday financial operations. The right documents can help reduce misunderstandings and protect the business if circumstances change.
- Company Constitution: This sets the company’s internal governance rules and can support clearer decision-making processes as the business grows. A tailored Company Constitution can be a strong foundation for managing company finances properly.
- Shareholders Agreement: Particularly helpful where there are multiple founders or investors, a Shareholders Agreement can clarify how directors are paid, how decisions are made, and how disputes are handled.
- Loan Agreement: If money is being advanced in a way that goes beyond routine reimbursements, a written loan agreement can set clear repayment terms and reduce future disputes (especially if you plan to sell the business or bring in new stakeholders). If Division 7A is relevant to your company, your accountant/tax adviser can also advise on the tax-compliant loan terms required.
- Employment Contract: If you’re paying a working director a salary, a clear Employment Contract helps separate “wages for work” from “loans between the company and director”.
Not every business will need all of these at once. But if you’re relying heavily on a directors loan account to manage cash flow, it’s worth treating your documentation as part of your risk management strategy, not just paperwork.
Key Takeaways
- A directors loan account is a running record of money moving between you (as a director) and your company, showing whether the company owes you or you owe the company.
- DLAs are common in Australian small businesses, especially for reimbursements, temporary funding injections, and short-term cash flow support.
- A director loan account is different to wages and dividends, and mixing these categories can create governance risks - and, for private companies, Division 7A tax issues.
- Common DLA pitfalls include unclear loan terms, poor record keeping, governance issues, and problems when the company is under cash flow pressure.
- You can reduce risk by separating business/personal spending, documenting loans clearly, and reconciling the directors loan account regularly.
- Strong governance documents like a Company Constitution and Shareholders Agreement can help keep everyone aligned and reduce disputes as your business grows.
If you’d like help putting the right documents and processes in place around director loans and company governance, you can reach us at 1800 730 617 or team@sprintlaw.com.au for a free, no-obligations chat.







