Filing dormant company accounts with Companies House

All limited companies, whether they trade or not, must deliver annual accounts and a confirmation statement to Companies House each year. This includes dormant companies.

Your filing responsibilities as a director of a dormant company

A company’s directors are legally responsible for running the company and making sure company accounts and reports are properly prepared and filed on time.

Your dormant company may not be in the forefront of your mind, but even if you do not intend to carry on any kind of business activity or receive any form of income, you must still file annual accounts and send Companies House confirmation statements every year.

It’s important that you take the?responsibilities of being a company director seriously. If you fail to comply, it can lead to a late filing penalty and in the event of a serious breach, can lead to the company being struck off the register.

Dormant companies

A company may be ‘dormant’ if it’s not doing business and does not have any other income, for example investments.

It’s worth noting that dormant means different things for?Corporation Tax and Company Tax Returns?and a company’s annual filings for Companies House.

Some directors think that because?HMRC?may not require accounts from a dormant company, the same applies to Companies House. This is not the case.

A company does not need to pay Corporation Tax or file another Company Tax Return once they’ve told HMRC their company is dormant - unless they receive a further notice to deliver a Company Tax Return. However, even if a limited company is dormant for Corporation Tax, it must still file a?confirmation statement?and?annual accounts?with Companies House.

A company is called ‘dormant’ by Companies House if it’s had no ‘significant accounting transactions’ during the accounting period. A significant accounting transaction is one which the company should enter in its accounting records.

Significant transactions do not include:

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

If no such transaction has happened, the company can have dormant status. If a company is dormant and qualifies as ‘small’ it can file ‘dormant accounts’ and does not have to include an auditor’s report with its accounts.

Using online services to file your information

Over 65% of companies use software filing as their preferred method. There are a variety of software providers which offer a range of accounting packages to prepare and file accounts. Most types of accounts can be filed using software, depending on the functionality of the software package you’re using.

If you file using our online services we’ll send you an email to confirm we’ve received your accounts. We’ll send you another email when we’ve registered your accounts. The system contains inbuilt checks so that you can be sure you have not left out any key information.

You do not need to tell Companies House if you restart trading. The next set of non-dormant accounts that you file will show that the company’s no longer dormant.

If you no longer need your dormant company, you can choose to close your company using the new Companies House online service to?apply to strike off and dissolve a company.

As well as taking on responsibility for your company’s various filing and record-keeping obligations, by becoming a director you agree to take on a range of further legal duties.

Our directors’ toolkit? includes some useful links and digital tools to help you understand more about your role and responsibilities as a company director.