What “dormant” means for Companies House (and what can break dormancy)
For Companies House, a company is usually “dormant” if it has had no significant accounting transactions during its financial year. In plain terms, that means no trading income, no business expenses, and no day-to-day money moving through the company. A dormant company can still exist on the register and may still need to file dormant company accounts and a confirmation statement on time.
Some limited activity is commonly allowed without breaking dormancy. Examples often include:
- Paying Companies House filing fees (e.g., for the confirmation statement)
- Penalties for late filing (if they arise)
- Shares issued to the first shareholders when the company is set up
Dormancy can be broken by transactions that count as “significant,” such as:
- Receiving sales income or any trading revenue
- Paying suppliers, rent, software subscriptions, or other operating costs
- Paying wages, director salary, or reimbursing expenses
- Charging or paying interest, or taking/repaying loans in a way that creates accounting entries
- Buying or selling assets (equipment, vehicles, investments)
Practical checklist: review your bank account, card statements, invoices, payroll, and any loan or director’s loan movements for the period. If anything beyond the limited exceptions occurred, you may need non-dormant accounts instead of dormant accounts.
Dormant accounts filing checklist: step-by-step (before you file, during filing, after submission)
Before you file
- Confirm you qualify as dormant: check there have been no “significant accounting transactions” in the financial year (typical permitted items include Companies House filing fees and penalties).
- Check key dates: note your accounting reference date and the accounts due date in your Companies House record.
- Gather basics: company number, authentication code (for online filing), registered office address, and director details.
- Decide the route: file online with Companies House (usually quickest) or use accounting software that supports dormant accounts filing.
- Verify statutory registers are up to date: directors, PSCs, and registered office changes should be filed separately if needed.
During filing
- Select dormant accounts in the filing service and choose the correct financial period.
- Complete the dormant balance sheet: confirm any fixed assets, cash at bank, share capital, and retained earnings figures (often unchanged year to year).
- Add required statements: include the dormancy statement and director approval date where prompted.
- Review for common errors: wrong period dates, missing director name, or numbers not balancing (assets must equal liabilities).
- Submit and save proof: download the submission confirmation/receipt and a copy of the accounts.
After submission
- Track acceptance: check Companies House filing status until it shows accepted.
- Fix rejections fast: if rejected, read the reason, correct the form, and resubmit before the deadline.
- Keep records: store the filed accounts and supporting notes securely for your internal records.
- Set reminders: diarise next year’s due date and any confirmation statement deadlines.
Filing options compared: WebFiling vs software vs accountant (time, cost, control, risk)
For a UK dormant company accounts filing checklist, your filing route mainly affects how fast you can submit, how much you spend, and how confident you feel about getting it right.
- Companies House WebFiling: Usually the quickest and lowest-cost option if your accounts are straightforward. You enter figures directly online, so control is high and there’s no setup beyond having your authentication code. Risk is mostly user error (typing the wrong amounts, selecting the wrong account type, or missing the confirmation screens). Best when you’re filing dormant accounts only and you’re comfortable following on-screen prompts.
- Accounting software (iXBRL-enabled): Often saves time year-on-year once configured, especially if you manage multiple companies or want a repeatable process. Cost can be monthly/annual, but you gain templates, validation checks, and stored data. Control remains high, while risk shifts to setup choices (e.g., company details, accounting period dates) and using the correct dormant format. Good if you want an audit trail and fewer manual re-entries.
- Accountant or filing agent: Typically the highest cost, but can be the lowest time for you—hand over the details and approve. Control is lower because you rely on someone else’s process and timelines. Risk of mistakes can reduce with experience, but you should still review drafts and confirm dormancy status and dates before submission.
Dormant accounts FAQs: deadlines, confirmation statement, HMRC, bank interest, penalties, and reactivating the company
When are dormant accounts due? Dormant company accounts are usually due 9 months after your accounting reference date (your company’s financial year end). If it’s your first accounts, the deadline can be different because the first accounting period often runs longer. Check the exact date in your Companies House account.
Do I still need to file a confirmation statement? Yes. Dormant status doesn’t remove the requirement to file a confirmation statement every 12 months. You’re confirming key details (registered office, directors, shareholders, SIC code), even if nothing changed.
Do I need to tell HMRC the company is dormant? Often, yes. If HMRC expects a Company Tax Return, you may need to notify them the company is dormant so they can update their records. If HMRC issues a notice to deliver a return, you generally still need to respond, even if there’s no activity.
Does bank interest break dormancy? It can. Dormant for Companies House is about “significant accounting transactions”; even small bank interest may count as a transaction in the accounts. If your bank account earns interest, consider whether you can keep the account at a zero-interest product or close it.
What penalties apply if I file late? Companies House can charge late filing penalties for accounts, and persistent late filing can lead to prosecution. HMRC can also charge penalties if a required tax return is late.
How do I reactivate a dormant company? Start trading, keep proper records from day one, update your accounting software/spreadsheets, and tell HMRC if you become active for Corporation Tax. You’ll then file full accounts (not dormant) for the relevant period.