Dormant Company Accounts: A Complete Guide for UK Companies
If you are looking for a reliable dormant company accounts service in Soho, it is important to understand what is required when a limited company is not trading.
A dormant company may have no sales, employees or active business operations, but directors can still have filing responsibilities with Companies House.
Preparing and submitting the correct dormant company accounts on time can help keep your company records up to date and avoid unnecessary filing problems.
A company can become dormant for several reasons. It may have been incorporated but never started trading, temporarily stopped operating, or been kept for future use. Whatever the reason, directors should understand that dormant status does not automatically mean there is nothing left to file.
What Are Dormant Company Accounts?
Dormant company accounts are annual accounts prepared for a company that qualifies as dormant for Companies House purposes.
A company is generally considered dormant when it has had no significant accounting transactions during the relevant accounting period. However, certain transactions can be treated differently under the Companies House rules.
Being dormant does not mean that the company has been closed. The company remains registered and can continue to have statutory filing responsibilities.
Why Do Dormant Companies Need to File Accounts?
One of the most common mistakes made by company directors is assuming that a company with no trading activity does not need to submit accounts.
In many cases, this is incorrect.
A registered limited company generally continues to have annual accounts filing responsibilities even when it has never traded or has stopped trading.
The accounts for a qualifying dormant company are normally simpler than those prepared for an active trading business. However, they still need to be prepared correctly and submitted within the applicable deadline.
When Can a Company Be Dormant?
There are several common situations where a company may become dormant.
A New Company Has Not Started Trading
A director may register a limited company several months before actually starting the business.
During this period, the company may remain dormant if it has not carried out significant accounting transactions.
A Business Has Stopped Trading
An existing company may stop trading temporarily because its owners are restructuring the business, taking a break or considering a new business direction.
If the company has no significant accounting transactions after stopping trading, it may qualify as dormant for Companies House purposes.
A Company Is Being Kept for Future Use
Some directors keep a company registered because they expect to use it at a later date.
Instead of closing the company, they may keep it dormant until they are ready to start trading.
However, the company's ongoing filing responsibilities still need to be managed.
What Information Is Included in Dormant Company Accounts?
Dormant accounts are generally much simpler than accounts for an active trading company.
Depending on the company's circumstances, dormant accounts can include:
- Company details
- Balance sheet
- Comparative figures
- Required statements
- Relevant notes
- Director information
The exact requirements depend on the company and the applicable reporting rules.
Directors should therefore make sure they are using the correct accounts format rather than simply copying an old set of accounts.
Do Dormant Companies Need a Profit and Loss Account?
A qualifying dormant company generally does not need to prepare a normal trading profit and loss account for its Companies House filing.
This is because the company should not have significant accounting transactions during the relevant period.
However, directors should not assume that having no sales automatically makes a company dormant.
Other transactions may need to be considered when determining the company's status.
Read: Is It Secure to Outsource Accounts Reconciliation on Xero for
What Transactions Can Affect Dormant Status?
Dormancy is not simply determined by whether a company has made sales.
The nature of transactions during the accounting period is important.
Certain transactions, such as specific Companies House filing fees, can be treated differently when determining whether a company is dormant.
Other financial activity may mean that the company no longer qualifies for dormant accounts.
For this reason, directors should review the company's actual transactions before filing.
When Are Dormant Company Accounts Due?
The filing deadline depends on the company's accounting period.
For most private limited companies, annual accounts are generally due at Companies House nine months after the end of the financial year.
First accounts can have a different deadline, depending on the company's incorporation date and accounting reference date.
Directors should check their company's individual Companies House information rather than relying on a general date.
It is also sensible to prepare the accounts before the deadline rather than waiting until the final day.
What Happens If Dormant Accounts Are Filed Late?
Companies House can impose a financial penalty when accounts are filed late.
The amount of the penalty depends on how late the accounts are submitted.
A company being dormant does not automatically protect it from late filing penalties.
For example, if a director assumes that no accounts are required because the company has never traded, the filing deadline could be missed and a penalty could follow.
Keeping track of the company's annual filing date is therefore important even when the company is inactive.
Do Dormant Companies Need a Confirmation Statement?
Yes.
A confirmation statement is separate from dormant company accounts.
It is used to confirm that the information held by Companies House about the company remains correct.
This can include:
- Registered office address
- Directors
- People with significant control
- Shareholders
- Share capital
- SIC code
A company generally needs to file a confirmation statement at least once every 12 months.
Therefore, directors should keep track of both the accounts deadline and the confirmation statement deadline.
What Is the Difference Between Accounts and a Confirmation Statement?
Although both are filed with Companies House, they have different purposes.
Filing
Purpose
Dormant company accounts
Provides the required financial information
Confirmation statement
Confirms that company information is accurate
Corporation Tax return
Deals with the company's tax responsibilities
Completing one filing does not automatically complete the others.
A director should therefore check all applicable company filing requirements.
Are Dormant Companies Exempt From Corporation Tax?
Not automatically.
Companies House and HMRC have different responsibilities.
A company can be dormant for Companies House purposes while having a different status for Corporation Tax.
If a company is dormant for Corporation Tax purposes, it may not have to pay Corporation Tax or submit further Company Tax Returns unless HMRC requires one.
However, Companies House filing obligations can continue.
Directors should therefore consider their Companies House and HMRC responsibilities separately.
Can You File Dormant Company Accounts Yourself?
Yes, eligible companies can generally file their own dormant accounts.
The process can be straightforward when the company has genuinely had no significant accounting transactions and the director understands the applicable requirements.
Before filing, check:
- Whether the company qualifies as dormant.
- The correct accounting period.
- The filing deadline.
- Company information held by Companies House.
- The correct accounts format.
- Whether a confirmation statement is due.
- Whether there are separate HMRC obligations.
If you are unsure about any of these areas, professional support can help.
Why Use a Dormant Company Accounts Service in Soho?
Preparing dormant accounts may be simpler than preparing accounts for an active company, but directors can still encounter questions about eligibility, deadlines and filing requirements.
A dormant company accounts service in Soho can help with the practical side of preparing and submitting the required information.
Professional support may include:
- Checking whether the company qualifies as dormant
- Reviewing company information
- Preparing dormant accounts
- Checking filing deadlines
- Submitting accounts to Companies House
- Explaining ongoing filing requirements
- Helping directors understand the difference between Companies House and HMRC responsibilities
If you want assistance with the process, you can use our dormant company accounts service in Soho to get professional support with your company filing.
What Should You Check Before Filing?
Before submitting dormant accounts, directors should review the company's information.
Company Name
Check that the registered company name is correct.
Registered Office
Make sure the registered office address is up to date.
Directors
Check that the correct directors are recorded.
People With Significant Control
Review the company's PSC information.
Accounting Period
Make sure the accounts cover the correct period.
Filing Deadline
Confirm the exact date by which the accounts must be submitted.
Company Activity
Review transactions during the accounting period and make sure the company genuinely qualifies for dormant accounts.
What If a Dormant Company Has a Bank Account?
- Having a bank account does not automatically mean that a company is trading.
- However, transactions through the account should be considered when determining whether the company qualifies as dormant.
- If money has been received or payments have been made, directors should review those transactions before preparing dormant accounts.
- The absence of sales alone does not necessarily prove that a company is dormant.
Can a Dormant Company Have Employees?
- A company with employees can have additional responsibilities involving PAYE, payroll and employment costs.
- These activities can affect whether the company qualifies for dormant treatment.
- If your company has employees or has recently paid staff, you should check its position before filing dormant accounts.
What Happens When a Dormant Company Starts Trading?
A dormant company can become active again.
For example, a company may remain dormant for several years before its director decides to launch a business.
Once significant business activity begins, the company may no longer qualify as dormant.
Its responsibilities can then include:
- Recording sales
- Recording business expenses
- Maintaining accounting records
- Preparing annual accounts
- Dealing with Corporation Tax
- Considering VAT registration
- Managing payroll where applicable
- Keeping appropriate financial records
The company's status and filing requirements should be reviewed when trading begins.
Should You Keep a Company Dormant or Close It?
If you no longer intend to use a limited company, you may consider whether keeping it dormant is appropriate.
Keeping the company registered means its relevant filing responsibilities continue.
Closing the company can remove those ongoing obligations after the appropriate procedure has been completed.
Before closing a company, directors should check whether there are outstanding:
- Debts
- Assets
- Tax obligations
- Invoices
- Accounts
- Company filings
A company should not simply be abandoned because it has stopped trading.
Common Dormant Company Accounts Mistakes
Assuming No Trading Means No Filing
A company can have no trading activity and still have annual filing obligations.
Missing the Filing Deadline
Dormant companies can still face penalties for late accounts.
Forgetting the Confirmation Statement
Accounts and confirmation statements are separate filings.
Confusing Companies House and HMRC
Dormant status for Companies House and Corporation Tax should be considered separately.
Failing to Check Transactions
Directors should review the company's activity before deciding that dormant accounts are appropriate.
Ignoring Company Information
Changes to directors, shareholders, registered office addresses or PSC information may require separate updates.
Frequently Asked Questions
What are dormant company accounts?
Dormant company accounts are annual accounts prepared for a company that qualifies as dormant for Companies House purposes.
Does a dormant company have to file accounts?
Generally, yes. A dormant limited company normally continues to have annual accounts filing responsibilities while it remains registered.
How often do dormant companies file accounts?
Dormant company accounts are generally filed annually, subject to the company's specific circumstances and applicable requirements.
Do dormant companies need a confirmation statement?
Yes. Dormant companies generally still need to file a confirmation statement at least once every 12 months.
Can I file dormant accounts myself?
Yes. Eligible companies can generally file their own dormant accounts if they follow the applicable requirements.
Do dormant companies pay Corporation Tax?
Not necessarily. Corporation Tax depends on the company's tax position and circumstances.
What happens if dormant accounts are filed late?
Companies House can impose a financial penalty when accounts are submitted after the applicable deadline.
Can a dormant company become active again?
Yes. A dormant company can start trading again, but its accounting and tax responsibilities can change.
How long can a company remain dormant?
A company can remain dormant for an extended period, provided it continues to meet the relevant conditions and fulfils its ongoing filing responsibilities.
Final Thoughts
Dormant company accounts are an important part of maintaining a registered limited company that is not currently trading.
Whether your company has never started trading, has temporarily stopped operating or is being kept for future use, you should not assume that there are no filing responsibilities.
Directors should keep track of deadlines, check their company information and understand the difference between Companies House and HMRC requirements.
Professional support can also help directors deal with dormant company accounts and understand what needs to be filed each year.