Dormant company status applies to UK limited companies with no significant transactions. Companies House requires annual confirmation statements and dormant accounts using form AA02. File within 9 months of your accounting reference date to avoid penalties.
Dormant status simplifies compliance for inactive firms. Directors declare no trade, no accounting transactions beyond fees. This status shields companies from full audit burdens.
What Defines a Dormant Company in the UK?
UK law defines a dormant company as one with no significant accounting transactions. Form AA02 confirms zero trade, no sales, and minimal activity like bank charges under £1000 annually.
Companies Act 2006 outlines criteria in Section 1169. Significant transactions exclude dormant status. These include sales of goods, services, or assets over trivial amounts.
Directors assess activity quarterly. Pass no goods or services to customers. Exclude interest income above £1000. Bank fees qualify as non-significant.
Companies House audits declarations. False claims trigger investigations. Penalties reach £1500 per offense.
Register dormant status via confirmation statement. Update within 14 days of qualifying. Maintain records for 6 years post-dormancy.
Who Qualifies for Dormant Company Status?
Newly incorporated companies qualify immediately if inactive. Existing firms qualify after ceasing trade with no significant transactions for the full accounting period.
Dormant status suits holding companies. It fits shell entities awaiting investment. Property firms with no rentals qualify.
Trading companies halt operations cleanly. Sell all assets first. Settle supplier debts. Notify HMRC of cessation.
Subsidiaries under parent control qualify. Parents file consolidated accounts. Dormant subsidiaries file AA02 separately.
Directors verify eligibility annually. Document decisions in board minutes. Retain evidence for inspections.
How Do You File Dormant Company Accounts?
File form AA02 online via Companies House WebFiling. Submit balance sheet showing zero assets, liabilities, and transactions. Complete within 9 months of accounting reference date.
Access WebFiling with authentication code. Select dormant accounts option. Generate AA02 automatically for eligible firms.
Balance sheet lists £0 across categories. No profit/loss account required. Sign digitally as director.
Companies House processes filings instantly. Receive confirmation email. Archive copy for records.
Miss deadlines face £1500 fines. Late filings compound daily. Restore compliance via penalty appeal.
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What Is the Deadline for Dormant Company Filings?
File dormant accounts 9 months after accounting reference date. Confirmation statements due every 12 months from incorporation. Late filings incur automatic £1500 fines from Companies House.
Accounting reference date aligns with incorporation anniversary. Shorten via Companies House request. Notify 3 months prior.
Example: 1 April reference date sets 1 January deadline. Adjust for leap years precisely.
Confirmation statement covers dormant declaration. File annually regardless of accounts. Update director details simultaneously.
Companies House enforces strictly. 68% of late filers pay fines yearly. Automate reminders via software.
What Happens If You Miss Dormant Filing Deadlines?
Companies House issues £1500 late filing penalty automatically. Repeated delays strike off the company from the register. Directors face personal fines up to £5000.
Penalty notices arrive within 14 days. Pay online or post. Appeals require valid excuses like system outages.
Strike-off process starts after 3 months overdue. Gazette notice warns public. Company dissolves after 2 months.
Restoration costs £100-£3700 via court. Directors requalify via application. Restore assets separately.
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What Documents Do You Need for Dormant Filings?
Prepare director authentication code, company number, and accounting records showing zero activity. Form AA02 generates from WebFiling, no attachments needed.
Company number starts with 0 for England/Wales. Retrieve via Companies House search. Authentication code mails annually.
Records prove dormancy: bank statements, invoices absent. Retain 6 years minimum.
Digital signatures verify director authority. Two-factor authentication secures portal.
No auditor reports required. Self-certify compliance fully.
Can Dormant Companies Still Trade Occasionally?
Dormant companies cannot trade significantly. Transactions over £1000 or sales activity revoke status. Resume trade by filing full accounts next period.
Incidental receipts under £1000 preserve status. Bank interest qualifies. Dividends received count as non-trading.
Test trade triggers full filing. Notify Companies House immediately. Backdate full accounts if needed.
Monitor thresholds quarterly. Board approves any activity. Document exemptions clearly.
Reactivate via micro-entity accounts if trade resumes. Thresholds: turnover under £632,000, balance sheet under £316,000.
What Are the Penalties for Incorrect Dormant Declarations?
False dormant claims draw £1500-£5000 fines per director. Companies House investigates via random audits. Criminal charges apply for fraud.
Audits sample 5% of filings yearly. Discrepancies prompt full reviews. Provide records within 28 days.
Directors liable personally. Disqualification lasts 2-15 years for repeats.
Compliance officers face same risks. Train staff on criteria rigorously.
Correct errors via voluntary filings. Amend within 12 months penalty-free.
How Does Dormant Status Affect Taxes and HMRC?
Dormant companies file nil Corporation Tax returns to HMRC. No tax due on zero profits. Notify HMRC of dormancy status annually.
CT600 form marks nil return. Submit 12 months post-period end. Online via HMRC portal.
PAYE stops for no employees. VAT deregister if inactive over 2 years.
HMRC shares data with Companies House. Inconsistencies flag reviews.
Maintain CT unique taxpayer reference. Reactivate seamlessly on trade.
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Explore why in Why Professional Filing for Dormant Accounts is Better Than Doing It Yourself.
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Dormant status streamlines compliance for inactive UK companies. File AA02 annually within deadlines. Maintain zero-transaction proofs. Companies House and HMRC enforce rules strictly. From My Company provides reliable filing solutions.
Frequently Asked Questions
What is a dormant company in the UK?
A dormant company under Companies Act 2006 has no significant accounting transactions, such as sales or purchases over £1000. It files simplified AA02 accounts with Companies House. From My Company handles dormant company filings to confirm this status accurately.
How do you file dormant company accounts?
Submit form AA02 online via Companies House WebFiling within 9 months of the accounting reference date. Include a zero balance sheet and director declaration. From My Company’s File Accounts For Dormant Companies service ensures compliant submission.
What are the deadlines for dormant company filings?
Dormant accounts due 9 months after accounting reference date; confirmation statements every 12 months. Late filings trigger £1500 penalties. From My Company tracks deadlines for dormant company account filings.
What happens if you miss dormant company filing deadlines?
Companies House imposes £1500 automatic fines, escalating to strike-off after prolonged delays. Directors may face personal liability. Use From My Company’s File Accounts For Dormant Companies to avoid penalties.
Can dormant companies have any transactions?
Dormant status allows trivial transactions under £1000, like bank charges, but no trade or sales. Significant activity requires full accounts. From My Company verifies eligibility during dormant company filings.
