Filing Accounts for a Dormant Company: Complete Guide

Your dormant company still needs to file with Companies House every year. This catches out directors who assume "dormant" means "no obligations." It doesn't — the same late filing penalties apply, and your company can be struck off for persistent non-filing.

The good news: filing dormant accounts is free, the form is simple, and the whole process takes about 15 minutes online.

What Makes a Company Dormant?

A company is dormant for Companies House purposes if it has had no "significant" accounting transactions during the financial year. A significant transaction is one you'd normally record in your accounting records.

Transactions that do NOT count (your company stays dormant):

• Filing fees paid to Companies House
• Late filing penalties
• The initial share capital on incorporation

Transactions that DO count (your company is NOT dormant):

• Any bank interest received
• Any payments or receipts for goods or services
• Any dividends paid
• Any loan repayments

If your dormant company has a bank account earning interest, it's technically not dormant. A common workaround is to keep dormant companies in a zero-interest account — but check with an accountant if you're unsure about your specific situation.

What You Must File Every Year

Dormant companies have two annual filing obligations:

1. Dormant company accounts (AA02)

• Simplified accounts showing the company had no significant transactions
• Filed at Companies House WebFiling
• Free — no filing fee for dormant accounts
• Deadline: 9 months after your accounting reference date (same as active companies)

2. Confirmation statement (CS01)

• Confirms your company details are up to date
• Filing fee: check current fee at GOV.UK
• Deadline: 14 days after your 12-month review period ends

Both are mandatory. Missing either one triggers the same consequences as an active company — penalties for late accounts (£150–£1,500) and potential strike-off for missing confirmation statements.

Step-by-Step: Filing Dormant Accounts Online

Before you start, you need:

• Your company number
• Your Companies House authentication code (request one via WebFiling if you've lost it — takes 5–7 working days by post)
• Your accounting reference date

The process:

1. Go to Companies House dormant accounts filing
2. Sign in to WebFiling with your company number and authentication code
3. Select "File dormant accounts"
4. Confirm that your company has had no significant accounting transactions during the period
5. Review and submit

Companies House provides an online template for dormant accounts. If your company has never traded, the form is pre-populated — you're essentially confirming nothing happened.

If your company previously traded but is now dormant, you may need to include a balance sheet showing any remaining assets (cash, property, shares in other companies). This is still a simplified filing but requires some financial information.

Managing Multiple Dormant Companies

Portfolio landlords with SPV structures often have 3–10+ dormant companies, each with separate filing deadlines. Managing them individually is where mistakes happen.

Common pitfalls:

• Different incorporation dates mean different confirmation statement deadlines
• Different ARDs mean different accounts deadlines
• Forgetting about a dormant SPV that hasn't been used for years
• Assuming a company secretary or formation agent is handling filings when they're not

Practical approach:

• List every company with its ARD and confirmation statement due date
• Set reminders for each company separately — one missed deadline among five is easy
• Consider aligning ARDs across your companies so all accounts are due at the same time (change your ARD using form AA01)
• Use our free filing deadline countdown tool to track deadlines across all your entities

Should You Close a Dormant Company Instead?

If you're not planning to use a dormant company, closing it removes the annual filing burden. Two options:

Voluntary strike-off (DS01):

• Apply through Companies House
• Company must have no outstanding debts, charges, or ongoing legal proceedings
• Cost: £18 (online)
• Process takes about 3 months (two Gazette notices)

Members' voluntary liquidation:

• More formal process, requires a licensed insolvency practitioner
• Necessary if the company has significant assets to distribute
• More expensive but provides a clean legal closure

For most dormant SPVs with no assets, voluntary strike-off is the simpler route.

Key Takeaways

• Dormant companies must file annual accounts and a confirmation statement every year
• Dormant accounts filing is free and takes about 15 minutes online
• The same late filing penalties apply — £150 to £1,500 for late accounts
• If you have multiple dormant companies, track each one's deadlines separately
• Consider aligning ARDs to simplify management
• If you don't plan to use the company, voluntary strike-off costs £18 and removes the filing obligation

Sources

• Dormant companies and associations — GOV.UK
• File dormant accounts — Companies House