Dormant company accounts: what to file and when

A dormant company must still send annual accounts and a confirmation statement every year. The accounts are usually due 9 months after the end of the financial year. Companies House and HMRC each have their own test for “dormant”. Our dormant accounts service is £19, paid at the start.

What counts as dormant for Companies House?

GOV.UK says Companies House treats a company as dormant if it had no ‘significant’ transactions in the financial year. These do not count as significant:

  • filing fees paid to Companies House
  • penalties for filing accounts late
  • money paid for shares when the company was incorporated

A company that is dormant for Companies House and qualifies as small can file simpler dormant accounts, and does not need an auditor’s report. Being dormant does not remove the filing itself.

What counts as dormant for Corporation Tax?

HMRC uses a different test. It looks at whether the company is trading or has other income. Trading includes buying, selling, renting property, advertising, employing someone or getting interest.

A company is usually dormant for Corporation Tax if it has stopped trading and has no other income, or is new and has not started trading.

Need your dormant accounts filed?

We prepare dormant company accounts for £19, paid at the start. Nothing is filed until you approve, and if your company has started trading, we can do full accounts instead.

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Do I need a Company Tax Return?

If HMRC has sent a ‘notice to deliver a Company Tax Return’, or the company has filed returns before, a return is still needed for that period. It shows HMRC the company is dormant.

Once you have told HMRC a limited company is dormant, you do not need to pay Corporation Tax or file further returns unless HMRC sends another notice. If HMRC writes to say it will treat the company as dormant, follow what that letter says.

When are dormant accounts due?

Dormant accounts have the same Companies House deadline as any other accounts, usually 9 months after the end of the financial year. See company deadlines or the deadline checker.

What if I file late?

GOV.UK sets these late filing penalties for a private limited company:

Companies House late filing penalties for private limited companies (source: GOV.UK)
Time after the deadlinePenalty
Up to 1 month£150
1 to 3 months£375
3 to 6 months£750
More than 6 months£1,500

The penalty doubles if accounts are late 2 years in a row. An appeal may not succeed just because the company is dormant.

What else should I tidy up?

  • VAT. If the company is VAT registered and will not trade again, GOV.UK says to deregister within 30 days of becoming dormant. If you plan to restart, send nil VAT returns meanwhile.
  • PAYE. If you do not plan to restart trading in the tax year, close the PAYE scheme.
  • Restarting. You do not need to tell Companies House when you restart trading. Your next non-dormant accounts show it.

A dormant company still files a confirmation statement every year. If you would rather end the company altogether, see closing a company, and if it has only just been set up, first accounts.

How can Wenzo help?

Our dormant accounts service is £19, paid at the start, for one company and accounting period that qualifies as dormant for Companies House.

  1. You send us your information, including your bank statements and anything a director paid for the company.
  2. We go through it and prepare the dormant accounts.
  3. You approve them, and we file them with Companies House.

If HMRC has asked for a Company Tax Return, we review that separately. If the company turns out to have traded, we explain which service fits before you pay anything.

See all three prices, find your company to start, or call us on 020 7123 9335.

Article reviewed

NextClosing a limited company

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