Believing a dormant company has nothing to file is one of the most common and costly mistakes a UK director can make. Companies House does not care that nothing happened during the year, it still wants annual paperwork, and the penalties for missing it apply whether the company traded or not. This guide covers what dormant company accounts actually involve, current deadlines, and what genuinely counts as dormant.
Quick Answer
A dormant company must still file simplified dormant accounts with Companies House within 9 months of its accounting reference date, and a confirmation statement every 12 months, even with zero trading activity. Dormant accounts show only a basic balance sheet, with no profit and loss account required. From 2026, Companies House requires dormant accounts to be filed through approved software rather than by paper form.
What Actually Counts as Dormant?
Companies House classes a company as dormant if it has had no significant accounting transactions during the financial year, meaning no sales, no purchases, no wages, and no significant income such as bank interest. Small filing fees paid to Companies House do not count against dormant status, and neither does the payment made for initial shares when the company was first set up.
This test is stricter than many directors expect. A company with a bank account that earns even a small amount of interest, or incurs a bank charge, can lose its dormant status for that period, since interest and charges both count as a transaction. If you want to preserve dormancy, an unused account with genuinely nothing moving through it is the safer approach.
Companies House Dormancy vs HMRC Dormancy
Being dormant with Companies House and being dormant for Corporation Tax purposes are two separate statuses, assessed by two separate bodies, and one does not automatically confirm the other. You need to notify HMRC directly that your company is dormant for Corporation Tax, separately from your Companies House filings. If a company is genuinely dormant for both purposes, no Corporation Tax return is required, but the notification to HMRC still needs to happen.
What Dormant Company Accounts Must Include
- A simple balance sheet, usually showing only share capital
- No profit and loss account or detailed notes are required
- A director’s statement confirming the company’s dormant status and its exemption from audit
This is considerably simpler than the accounts an active company must prepare, but the filing obligation itself is not optional or reduced in frequency.
Dormant Company Filing Deadlines
| Filing | Deadline |
|---|---|
| Annual accounts (ongoing years) | 9 months after the accounting reference date |
| First set of accounts | 21 months from incorporation, or 3 months from the accounting reference date, whichever is longer |
| Confirmation statement | Within 14 days of the end of each 12-month review period |
A company with a 31 March accounting reference date, for example, must file its accounts by 31 December. First accounts often run longer than 12 months, since the accounting period covers incorporation to the chosen year-end, so Companies House gives new companies the longer 21-month window rather than the standard 9-month rule. Our guide to the confirmation statement covers that separate annual filing in full, including the current £50 online fee.
Penalties for Late Dormant Accounts
| How Late | Typical Penalty |
|---|---|
| Up to 1 month | From £150 |
| Longer delays | Rising up to £1,500 |
| Late in two consecutive years | Penalty doubles |
These penalties are automatic and apply even though the company is dormant with genuinely nothing to report. Persistent failure to file can ultimately lead to Companies House striking the company off the register.
The 2026 Filing Method Change
From 1 April 2026, the previous joint HMRC and Companies House online filing service for accounts and Company Tax Returns closed. Accounts and tax returns must now be filed separately with each body. Companies House increasingly requires dormant accounts to be filed through approved commercial software rather than the old paper-based route, so most directors filing manually for the first time in 2026 need to use a software provider rather than posting a form.
Director and PSC identity verification, mandatory since November 2025, also applies to dormant companies. A dormant company’s confirmation statement or accounts filing can be rejected if the relevant directors have not completed identity verification, so this is worth checking before your next deadline rather than at the point of filing.
The Ongoing Cost of Keeping a Company Dormant
Keeping a company dormant is not free, even with zero trading activity. The guaranteed recurring Companies House cost is the confirmation statement fee, currently £50 a year if filed online. Over five years, that alone comes to £250 in statutory fees, before factoring in any accountant’s fee for preparing and filing the dormant accounts, or a registered office service if you use one rather than your own address.
Common Mistakes with Dormant Companies
- Assuming “dormant” means no filing obligation at all
- Forgetting the confirmation statement, which is separate from the accounts filing
- Not notifying HMRC of dormancy separately from the Companies House filings
- Letting director or PSC identity verification lapse, causing a filing to be rejected
- Not realising that bank interest or charges can break dormant status for that period
When to Move Out of Dormant Status
Once a dormant company starts genuinely trading, it must notify HMRC that it is no longer dormant and begin filing normal Company Tax Returns and full statutory accounts from that point. If you are approaching this stage, our guide to Corporation Tax for small businesses covers what changes once trading begins.
Frequently Asked Questions
Do dormant companies really need to file accounts?
Yes. Every company registered at Companies House must file annual accounts, dormant or not. Dormancy simplifies what is required; it does not remove the requirement.
Can a dormant company have a bank account?
Yes, provided nothing moves through it, no interest, no charges, no deposits. The moment something does, dormant status can be at risk for that period.
Is Companies House dormancy the same as HMRC dormancy?
No. They are separate statuses assessed by separate bodies, and you need to satisfy both sets of requirements independently.
What happens if I miss the dormant accounts deadline?
An automatic financial penalty applies, starting from £150 and rising with the length of the delay, doubling if you are late in two consecutive years.
Can I file dormant company accounts myself?
In many cases yes, though Companies House increasingly requires this to be done through approved software rather than paper forms, which has made some directors turn to an accountant or filing service instead.
Key Takeaways
- Dormant companies must still file simplified accounts within 9 months of the accounting reference date
- A confirmation statement is a separate, additional annual requirement
- Bank interest or charges can break dormant status, even on an otherwise unused account
- Companies House dormancy and HMRC dormancy are separate and both need notifying
- Late filing penalties start at £150 and apply automatically, even with nothing to report
About the Author
This guide was prepared by the Business Mine editorial team, who research and write practical UK business, tax and finance guides. Information is checked against current Companies House and HMRC guidance at the time of publication. This article is provided for general information only and does not constitute legal or tax advice; for advice specific to your circumstances, consult a qualified accountant.
