If you are a director of a small UK limited company, your next Self Assessment tax return looks different. From the 2025/26 tax year, you must complete new boxes on the SA102 employment pages telling HMRC about every close company you direct, even if you took no dividends and hold no shares.
The short answer
From the 2025/26 tax year, every director of a UK close company must complete new boxes on the SA102 employment pages of their Self Assessment return. You must report the company name, Companies House number, dividends received and your highest shareholding percentage, even if the answer is zero. The first affected return is due by 31 January 2027.
This article explains who is caught, exactly what goes in each box, what happens if you get it wrong, and how to prepare now. Regulatory positions are stated as of October 2026.
If you are still at the stage of deciding how to set up your company, start with our guide to franchise vs starting your own business in the UK, which maps out the independent limited-company route this article assumes you have taken.
What changed and when
The Income Tax (Additional Information to be included in Returns) Regulations 2025 (SI 2025/84) made additional information boxes mandatory on Self Assessment returns for years of assessment after 2024/25. That means the 2025/26 tax year (6 April 2025 to 5 April 2026) is the first affected year.
Previously, the SA102 close-company boxes were optional, and many directors skipped the employment pages entirely if they took no salary. That shortcut is gone. From 2025/26, directors of close companies must complete the additional boxes as a matter of course.
Key dates:
- 6 April 2025: new disclosure rules take effect for the 2025/26 tax year.
- 5 April 2026: the tax year ends.
- 31 October 2026: paper filing deadline for the 2025/26 return.
- 31 January 2027: online filing and payment deadline for the 2025/26 return. This is the first deadline under the new rules.
Are you caught? The “close company” test
The rules apply to a director of a close company. A close company is a UK resident company controlled by five or fewer participators, or by any number of participators who are also directors. A participator is anyone with a share or interest in the company, including shareholders and loan creditors. The definition comes from section 439 of the Corporation Tax Act 2010.
In plain English: almost every owner-managed limited company in the UK is a close company. If you and up to four others control your company, you are caught.
Quick self-test. If you answer yes to both, the rules apply to you:
- Are you a director of a UK limited company?
- Is that company controlled by five or fewer people, or by its directors?
Who is caught, and who is not:
| Situation | Caught? |
|---|---|
| Owner-director taking dividends and salary | Yes |
| Director with no salary, dividends only | Yes |
| Unpaid director who holds no shares | Yes (per HMRC FAQs reported by accountant sources) |
| Director of a dormant company | Yes (per HMRC FAQs reported by accountant sources) |
| Director with multiple directorships | Yes, for each company |
| Director of a registered charity or CIC with no employment income or distributions | Exempt (per HMRC FAQs reported by accountant sources) |
The traps for the unwary are the unpaid, the non-shareholding and the dormant cases. HMRC’s FAQs, as reported by several accountant sources in October 2026, confirm these directors are still caught. Being a director “as a favour”, or holding a dormant company in reserve, does not remove the obligation.
What exactly must you report: the four boxes
For each close company you direct, you complete boxes 7.1 to 7.4 on the SA102. These sit alongside the existing boxes 6 and 7, which identify you as a close-company director, so check the current SA102 notes for the exact wording of those lead-in boxes.
The four data points you must report per company:
| Box | What it asks | What to enter |
|---|---|---|
| 7.1 | Company name | The company’s registered name, exactly as shown at Companies House |
| 7.2 | Company registration number | The 8-digit Companies House number, not your UTR or PAYE reference |
| 7.3 | Dividends received | Total dividend income from that company in the tax year, in pounds. Enter 0 if nil |
| 7.4 | Highest shareholding percentage | The highest percentage of shares you held at any point in the tax year. Enter 0 if you held none |
A few practical notes on each:
Box 7.1 (company name). Use the registered name from the Companies House register. Trading names do not count.
Box 7.2 (registration number). This is the number Companies House issued when the company was incorporated, assigned under section 1066 of the Companies Act 2006. Do not enter your Self Assessment UTR or your employer PAYE reference here; those identify you, not the company.
Box 7.3 (dividends received). This is your dividend income as defined in section 19 of the Income Tax Act 2007: the total dividends you actually received from that company during 2025/26. If you are unsure how your profit extraction is structured, see our comparison of dividends vs salary for UK directors.
Box 7.4 (highest shareholding percentage). Report the highest percentage you held at any point during the year, not the percentage at year end. If you sold down from 60% to 40% in February 2026, box 7.4 shows 60. If you held no shares at any point, enter 0.
One SA102 per company
Each directorship gets its own SA102. If you direct three close companies, you complete the additional boxes three times, once per company. Do not try to list multiple directorships in the white-space box; accountant sources report that HMRC has confirmed this is not acceptable.
The zero rule: “zero is an answer, blank is a failure”
This is the central risk in the new rules. HMRC treats a blank box as a failure to provide the information. Where nothing was paid or nothing was held, you must enter 0. A blank is not a zero.
The rule bites hardest in these cases:
- You took no dividends in 2025/26: box 7.3 shows 0, not blank.
- You hold no shares: box 7.4 shows 0, not blank.
- Your company was dormant all year: all four boxes are still completed, with 0s where applicable.
- You received no salary and previously skipped the SA102 pages: you now need them.
Worked examples
Example 1: one-person contractor with dividends
Amir is the sole director and 100% shareholder of a one-person consultancy. In 2025/26 he paid himself £42,000 in dividends and took no salary. His entries:
- Box 7.1: the company’s registered name
- Box 7.2: the Companies House registration number
- Box 7.3: 42000
- Box 7.4: 100
Example 2: director of a trading company and a dormant company
Priya directs two close companies. From the trading company she received £18,500 in dividends and holds 75% of the shares. The second company has been dormant since 2023; she took nothing and holds no shares in it.
She completes two SA102s:
Trading company: Box 7.1: trading company’s registered name. Box 7.2: its Companies House number. Box 7.3: 18500. Box 7.4: 75.
Dormant company: Box 7.1: dormant company’s registered name. Box 7.2: its Companies House number. Box 7.3: 0. Box 7.4: 0.
The dormant company is the one most directors would have ignored. Under the new rules it gets a full set of boxes.
Example 3: unpaid non-shareholder director
Claire sits on the board of her partner’s company as a favour. She holds no shares, receives no salary and no dividends. She is still caught. Her entries:
- Box 7.1: the company’s registered name
- Box 7.2: its Companies House number
- Box 7.3: 0
- Box 7.4: 0
This follows HMRC’s FAQ position as reported by accountant sources in October 2026: unpaid and zero-shareholding directors of close companies must complete the boxes.
The £60 penalty: how it works
HMRC has said that incorrect completion or omission of the new boxes attracts a £60 penalty. Accountant sources describe it as applying per failure or omission, and they warn that it can apply per directorship. The precise statutory mechanism was not visible in the text of SI 2025/84 itself during this research, so the mechanics below reflect how HMRC and accountant sources describe the penalty, not a confirmed reading of the statute.
What the sources agree on:
- The penalty is separate from late-filing penalties. You can file on time and still be penalised for leaving the boxes blank or entering wrong figures.
- It applies per omission or incorrect completion, so multiple failures can each attract £60.
- It can multiply across directorships. A director who leaves the boxes blank for three companies faces a materially larger exposure than £60.
Illustrative penalty walkthrough. Suppose a director of three close companies leaves boxes 7.1 to 7.4 blank on all three SA102s. On the per-failure description used by accountant sources, each company’s omissions attract separate £60 penalties, so the exposure is several hundred pounds rather than a single £60 charge. The exact arithmetic will depend on how HMRC applies the rules in practice, which is not yet settled as of October 2026.
The practical point is simple: the penalty is avoidable. Completing the boxes correctly costs a few minutes once the figures are gathered.
This does not change your tax bill
Disclosure is not a new tax. The rules change what you report, not what you pay. Your dividend tax is still calculated from the dividend allowance (£500 for 2025/26) and the dividend tax rates in force for the year.
Keep the dates strictly separate:
- 2025/26: new disclosure rules apply. Dividend tax rates for the year are 8.75% (basic), 33.75% (higher) and 39.35% (additional).
- 2026/27: dividend tax rate rises take effect from 6 April 2026. Reported rates include 10.75% at basic rate and 35.75% at higher rate. These rises have been reported by accountant sources but were not verified on gov.uk during this research, so treat them as reported.
Several accountant pages mix these two changes together. They are distinct: disclosure from 2025/26, rate rises from 2026/27. If the 2026/27 rate rises make you reconsider how you extract profit, our dividends vs salary guide walks through the trade-offs.
Why HMRC is asking: the cross-check
HMRC will cross-reference your SA102 disclosures against the company’s corporation tax return (CT600) and Companies House records. If the dividends you declare personally do not match what the company reported paying out, or the shareholding you state does not match the register, you can expect questions.
For context on the company-side return HMRC will be matching against, see our guide to corporation tax for small businesses in the UK. Consistency between the two returns is the point of the whole exercise.
The old shortcut is gone
Some directors used to reason: no salary, no benefits, no SA102 pages. That shortcut no longer works for directors of close companies. The additional boxes are mandatory regardless of whether you received employment income.
Directors who do take a salary through PAYE should note the change sits on the same SA102 employment pages that already carry their salary details. For how PAYE works alongside director dividends, see our PAYE explained guide.
What records to gather before you file
The four boxes per company are only as good as your records. Before filing, collect for each close company you direct:
- The company’s registered name and Companies House registration number.
- Your dividend vouchers for 2025/26, showing the total dividends paid to you.
- Board minutes documenting the dividends declared.
- The share register or confirmation statement showing your shareholding through the year, so you can identify the highest percentage held.
- For dormant companies, the dormant accounts or confirmation that no distributions were made.
Our business record-keeping requirements guide covers what to keep and for how long.
As a related compliance point, directors must also verify their identity at Companies House under the ECCTA reforms. See our guide to Companies House identity verification for directors for the deadlines. Shareholding and control questions also tie into the PSC register explained, which covers who must be recorded as controlling the company.
What is coming next
HMRC consulted in March 2026 on requiring companies themselves to report payments made to participators, which would extend this transparency to the company side. That consultation is now closed; as of October 2026 no final rules have been announced, and its details were reported via accountant commentary rather than verified on gov.uk in this research. Directors who take money out through loans rather than dividends should watch this space closely, and read our director’s loan account guide for the current position on overdrawn loans.
Filing checklist
Work through this for each close company you direct, well before 31 January 2027:
- Confirm the company is a close company (controlled by five or fewer participators).
- Get the registered name and Companies House number.
- Total your 2025/26 dividends from your dividend vouchers.
- Check the share register for your highest shareholding percentage during the year.
- Complete one SA102 per company: boxes 7.1 to 7.4, entering 0 where nil.
- Reconcile your figures against the company’s CT600 before submitting.
- File online by 31 January 2027 and keep your workings for six years.
For the wider return beyond the SA102 pages, our Self Assessment tax return guide for the UK covers the process end to end.
Frequently asked questions
What are the new dividend disclosure rules for 2025/26?
They are mandatory additional boxes (7.1 to 7.4) on the SA102 employment pages of the Self Assessment return, introduced by SI 2025/84. From the 2025/26 tax year, directors of close companies must report, per company: the registered name, the Companies House number, dividends received, and their highest shareholding percentage.
Which directors are affected by the new reporting rules?
Any director of a UK close company: a company controlled by five or fewer participators, or by its directors. That covers owner-directors, unpaid directors, directors who hold no shares, and directors of dormant companies.
What is a close company?
A UK resident company controlled by five or fewer participators, or by any number of participators who are directors. The definition is in section 439 of the Corporation Tax Act 2010. Almost all owner-managed limited companies qualify.
What is a participator?
A participator is a person with a share or interest in a company: shareholders, and in some cases loan creditors. It is the term the legislation uses to decide who controls the company.
Which boxes do I complete on the SA102?
Boxes 7.1 (company name), 7.2 (Companies House registration number), 7.3 (dividends received) and 7.4 (highest shareholding percentage), for each close company you direct, alongside the existing boxes 6 and 7 that identify you as a close-company director.
What goes in box 7.3?
The total dividends you received from that company during 2025/26, in pounds. If you received none, enter 0. Do not leave it blank.
What goes in box 7.4?
The highest percentage of shares you held at any point during 2025/26, not the percentage at year end. If your holding changed mid-year, report the peak. Enter 0 if you held no shares.
Do I still complete the boxes if I took no dividends or hold no shares?
Yes. Enter 0 in the relevant boxes. HMRC treats a blank box as a failure to provide the information, which is the point the £60 penalty attaches to.
Do unpaid directors and directors of dormant companies have to report?
Yes, according to HMRC FAQs as reported by accountant sources in October 2026. Unpaid directors, directors with no shareholding, and directors of dormant companies are all caught.
Do I need a separate SA102 for each company I direct?
Yes. One SA102 per close company directorship. Listing several companies in the white-space box is not acceptable, according to HMRC FAQs reported by accountant sources.
What if my shareholding changed mid-year?
Report the highest percentage you held at any point in the tax year in box 7.4. If you sold down from 60% to 40%, the box shows 60.
What is the £60 penalty, and can it apply more than once?
HMRC has said a £60 penalty applies for incorrect completion or omission of the new boxes, and accountant sources describe it as applying per failure and per directorship. The precise statutory mechanism is not yet publicly pinned down, so the exact stacking is not confirmed as of October 2026. It is separate from late-filing penalties.
Does the £500 dividend allowance exempt me from disclosure?
No. The allowance affects how much dividend tax you pay, not whether you must disclose. Even if all your dividends fall within the £500 allowance, you still complete the boxes.
Do the rules change how much dividend tax I pay?
No. This is a reporting change only. Your tax bill is unaffected by the disclosure itself.
Do the new dividend tax rates apply to 2025/26?
No. The reported rate rises (including 10.75% basic and 35.75% higher) take effect from 2026/27. The 2025/26 disclosure rules and the 2026/27 rate rises are separate changes; do not confuse them.
When is the first return affected, and what is the deadline?
The 2025/26 Self Assessment return, covering 6 April 2025 to 5 April 2026. The online filing deadline is 31 January 2027; the paper deadline is 31 October 2026.
Do charity or CIC directors have to complete the boxes?
Directors of registered charities and community interest companies are exempt where they have no employment income or distributions, according to HMRC FAQs as reported by accountant sources.
I am a director as a favour and take nothing from the company. Am I really caught?
Yes. HMRC’s FAQ position, as reported by accountant sources, is that unpaid and zero-shareholding directors of close companies must still complete boxes 7.1 to 7.4, entering zeros where applicable.
What records should I keep to support my entries?
Dividend vouchers, board minutes for dividends declared, the share register or confirmation statements showing your holding through the year, and the company’s dormant accounts if applicable. Keep workings for six years.
Where can I read the actual law?
The Income Tax (Additional Information to be included in Returns) Regulations 2025 (SI 2025/84) is published on legislation.gov.uk. The close company definition is in section 439 of the Corporation Tax Act 2010, and the penalty powers sit in the Finance Act 2024.
Conclusion
The new dividend disclosure rules are a small administrative change with a sharp edge. Four boxes per company, zeros where nil, one SA102 per directorship, filed by 31 January 2027. The directors most likely to be caught out are the ones who assume the rules do not apply to them: the unpaid, the non-shareholding and the dormant. Gather your dividend vouchers, share register and Companies House numbers now, complete the boxes properly, and the £60 penalty never enters the picture.
This guide reflects HMRC’s published position as of October 2026. It is general guidance, not professional tax advice. Check the current SA102 notes on gov.uk, or speak to your accountant, before you file.
Sources
- The Income Tax (Additional Information to be included in Returns) Regulations 2025 (SI 2025/84), legislation.gov.uk
- HMRC SA102 employment pages notes, gov.uk
- HMRC FAQs on close company director reporting, as reported by Rouse Partners, Zmartly, Ollen Services, KPMG UK and others (October 2026)
- Corporation Tax Act 2010, s.439 (close company definition); Finance Act 2024, s.36 (penalty powers); Companies Act 2006, s.1066 (registered numbers); Income Tax Act 2007, s.19 (dividend income)
- Milsted Langdon and others on the reported 2026/27 dividend rate rises (reported, not verified on gov.uk)
