We use cookies to ensure you get the best experience on our website.

View our Privacy Policy

Jump to content

How to File Annual Accounts for a Dormant Company Easily?

Blog

Key Highlights


  • Even dormant companies must file annual accounts with Companies House to comply with company law.
  • Your company is dormant if it has had no "significant accounting transactions" during its accounting period.
  • Filing dormant company accounts is free, but you will face late filing penalties if you miss your deadline.
  • Companies House offers a simple online template for a quick and easy submission process.
  • Your filing deadline is typically 9 months after your company’s accounting reference date.
  • Remember to also file a confirmation statement each year.

Filing annual accounts for a dormant company often feels confusing. Even if your business hasn’t traded during the financial year, Companies House still requires you to submit accounts on time. Many directors underestimate this obligation, only to face penalties and unnecessary stress later.

The good news is that filing dormant accounts is far simpler than submitting full statutory accounts. With fewer documents to prepare and clear online filing options, the process can be completed quickly and with minimal effort, if you know what’s required.

In this blog, we’ll break down exactly how to file annual accounts for a dormant company. From understanding the rules to step-by-step guidance, you’ll learn how to stay compliant without overcomplicating things.

What Does ‘Dormant’ Mean for a Company?

A company is considered dormant by Companies House if it has had no "significant accounting transactions" during its financial year. This essentially means your company is not doing any kind of business activity or generating income, such as from investments. As the company’s directors, you are legally responsible for determining and reporting this status.

It’s also important to understand that the definition of dormant can differ between government bodies.

  • Companies House: According to it, a dormant company is one with no significant accounting transactions in a financial year, but you still need to file dormant accounts showing its inactive status.
  • HMRC: The definition of dormant relates more to Corporation Tax. If your company is not trading and has no taxable income (such as from investments or asset sales), it is considered dormant and may not need to file a Company Tax Return.

If you’d like a clearer picture of how Corporation Tax fits into this, you may also find our Guide on Corporation Tax useful.

How to Claim Dormant Status?

To claim dormant status for your company, the key rule under company law is the absence of any "significant" accounting transaction. But don’t worry if you’ve had to cover a few unavoidable costs, which don’t count as trading activity. For example, your company can still be dormant even if you’ve paid for:

  • Fees to Companies House for filing documents such as the confirmation statement.
  • Penalties charged for the late filing of accounts.
  • Initial share capital paid in when the company was first incorporated.

What are the Legal Requirements for Filing Dormant Company Accounts?

A man checking accounts with a gavel nearby

Under UK company law, all limited companies, including dormant ones, have annual filing obligations with Companies House. In addition to the accounts, you must also submit a confirmation statement, which used to be known as the annual return. Fulfilling the requirements below ensures your company remains in good standing on the public register and avoids potential penalties.

What are the Relevant Forms and Documents Required?

When preparing your filings for Companies House, you need to use the correct forms and include all necessary documents. The main requirements are your set of accounts and your annual confirmation statement. The specific forms you use for the accounts depend on your company's history.

  • Your company has never traded: The process is straightforward because there are no financial activities to report. You simply file Form AA02, also known as Dormant Company Accounts (DCA), which confirms the company has remained inactive since incorporation.
  • Your company has traded in the past but is now dormant: The requirements are slightly more detailed. You’ll need to submit dormant accounts that include:
    • A balance sheet – this formally records the company’s financial position and includes a statement confirming dormancy.
    • Notes related to the balance sheet – these provide context or clarifications, ensuring accuracy and transparency.
    • Figures from the previous year – these allow Companies House to compare activity across reporting periods, even if the company is no longer trading.

What Essential Information Should You Include?

When you file dormant accounts, the information required is much simpler than that for a trading company. Here is a breakdown of what your dormant accounts must contain:

Information RequiredDescription
Balance SheetShows the company's assets, liabilities, and equity. For dormant companies, this often only shows share capital.
Director's SignatureA director must sign the balance sheet.
Mandatory StatementsSpecific wording must be included above the director's signature to confirm the company was dormant for the period.
Comparative FiguresFigures from the previous financial year must be included for comparison.
Notes to the AccountsCertain notes explaining the figures on the balance sheet may be required.

How to File Annual Accounts for a Dormant Company?

A business owner filing annual accounts for a dormant company

Filing your annual accounts with Companies House is easier than ever, thanks to its modern online service. There are two methods to file annual accounts:

1. Online Filing(Recommended)

The quickest and most popular method is the quick electronic submission of dormant accounts, which allows you to file directly through the Companies House website. This service is free, efficient, and designed to be user-friendly. The system uses a simple online template that guides you through the process. It also features built-in checks to ensure you don't miss any key information, reducing the risk of errors and rejection.

What you need before starting:

  • Company registration number
  • 6-digit authentication code (sent to your registered office; request a new one if lost)

Steps to file online:

  1. Visit the Companies House online filing portal.
  2. Enter your company name or registration number.
  3. Review the pre-filled balance sheet and statements.
  4. Enter your authentication code to authorise submission.
  5. Submit your accounts.

Once the company’s annual filings are successfully submitted, you’ll get a confirmation at your email address when your accounts are accepted.

2. Paper Filing

This traditional method may be necessary for certain companies, such as LLPs, which cannot use the online service for dormant accounts. If your company has never traded, you can download and complete Form AA02 from the GOV.UK website.

Steps for paper filing:

  1. Download the correct form (e.g., Form AA02 for never-traded companies).
  2. Fill in all required fields accurately.
  3. A director must sign and date the form.
  4. Mail the completed form to the correct Companies House address.
  5. Allow extra time for postage and processing.

Note: When filing on paper, it's crucial to ensure all information is accurate and the form is signed correctly before you mail it to Companies House. Unlike the online system, there are no inbuilt checks, so double-check everything to avoid rejection. For more detailed instructions, you can find further guidance on the Companies House website.

What are the Deadlines, Fees, and Penalties?

As a company director, staying on top of filing deadlines is of vital importance, even if your company is dormant. Here are the key pieces of information for quick access:

What are the Filing Deadlines?

Here are the annual accounts deadlines for dormant companies:

  • First accounts (new companies): Must be filed within 21 months of the date of incorporation.
  • Subsequent accounts: Due 9 months after your company’s Accounting Reference Date (ARD).

What is the Annual Accounts Filing Fee for Dormant Company?

  • No fees if you file dormant accounts on time.

What are the Penalties for Late Filing?

Companies House automatically issues late filing penalties, even for dormant companies. The longer you delay after the due date, the higher the penalty. The current penalty structure is:

  • Up to 1 month late → £150
  • 1–3 months late → £375
  • 3–6 months late → £750
  • More than 6 months late → £1,500

In the event of a serious breach or repeated late filing, it can impact your company’s credibility and may lead to further enforcement action.

Pro Tip: To avoid penalties, set calendar reminders for your ARD and first accounts filing date so you never miss a deadline. Also, request extensions if necessary. Companies House allows for extensions in exceptional circumstances.

How Accountancy Cloud Simplifies Dormant Company Filings?

At Accountancy Cloud, our Year-End Accounts service ensures you file with confidence, even if your company is dormant. We’ll manage all your accountancy needs under one roof, combining accounting, bookkeeping, and tax, so everything is accurate and compliant.

Our team of specialist accountants has deep experience with startup reporting and leverages best-in-class tools like Xero to prepare your annual accounts correctly.

We scale our support to match your company’s stage and size (small company or a large enterprise), giving you the guidance to meet legal requirements, file on time, and avoid costly mistakes, while you focus on building your business.

Ready to take the stress out of filing dormant accounts? Get in touch with us today and let our experts handle the process for you.

Staying Compliant the Easy Way

Filing annual accounts for a dormant company may feel unnecessary, but it is a legal obligation that protects your company’s good standing. By understanding the criteria for dormancy, choosing the right filing method, and meeting deadlines, you can ensure compliance with minimal effort. Online filing makes the process quick and efficient, while paper filing remains an option for specific cases. Staying on top of these requirements means your company remains active on the register, ready to trade whenever you decide.

Frequently Asked Questions

1. Can I file dormant company accounts for corporation tax purposes?

The process is separate. You file dormant company accounts with Companies House. For corporation tax, you must inform HMRC that your company has dormant status. Once notified, you usually won't need to file a company tax return unless HMRC specifically asks you to.

2. Is there a difference between filing dormant accounts and regular company accounts?

Yes, there is a major difference. Dormant company accounts are much simpler and only require a basic balance sheet with specific statements. Regular company accounts for trading businesses require more detailed accounting records, including a profit and loss account.

3. Can I use a service to file dormant company accounts for me?

Yes, you can use a third-party filing service or an accountant to file annual dormant accounts on your behalf. For instance, at Accountancy Cloud, you get access to affordable packages to handle filings with Companies House, which can save you time and provide peace of mind.

4. How to file annual accounting for dormant company HMRC?

If your company is dormant for Corporation Tax, HMRC usually does not require a Company Tax Return. You must inform HMRC of the dormant status, either online or in writing. Once confirmed, no further returns are needed unless trading resumes.

5. Is a dormant company not required to file annual accounts?

No, a dormant company is still required to file annual accounts with Companies House. These accounts are simplified dormant accounts, typically including a balance sheet and a statement confirming the company’s dormant status. Failure to file can result in penalties.

SOS logo 1

Educational content just for startups. As a member, you’ll get unlimited access to an extensive range of guides, blogs and advice to help you run and grow your business.