How to file dormant company accounts
What dormant accounts contain, who qualifies, the deadline and the penalty — and the three ways to file them in 2026.
What dormant accounts are
Dormant company accounts are the simplest statutory filing there is: a balance sheet — typically share capital and perhaps one debtor — with a statement that the company was dormant throughout the period. No profit and loss account, no directors' report, no audit (dormant companies are exempt if they have been dormant since formation, or since the previous year end while qualifying for the small companies regime).
Who qualifies as dormant
For Companies House, dormant means no significant accounting transactions in the period. The ignored list is short: subscriber shares on formation, registrar fees for a change of name, re-registration or a confirmation statement, and a late-filing penalty. A single bank charge or accountancy fee paid from the company's own account breaks dormancy — in that case you file micro-entity accounts instead, not dormant ones. One practical workaround recognised in official guidance: a fee paid personally by a director, with no right of reimbursement, does not appear in the company's records.
The deadline and the penalty
Dormant accounts are due 9 months after the accounting reference date, exactly like any private company's accounts (first accounts: up to 21 months from incorporation). The late-filing penalty starts at £150 and rises through £375 and £750 to £1,500 past six months — and it doubles if you were also late the previous year. The confirmation statement is a separate annual filing with its own date.
The three ways to file in 2026
Until 1 April 2028 you can file dormant accounts free through Companies House WebFiling; the paper form AA02 exists but only covers companies that have never traded and are limited by shares; or you can use filing software — which becomes the only route from 1 April 2028, when the web and paper accounts channels close. Whichever route you use, you need the company's 6-character authentication code: it is the legal signature.
The HMRC side, briefly
Dormant for Companies House and dormant for HMRC are different tests. If HMRC has sent a notice to deliver a Company Tax Return, that return is still owed even for a dormant period — no mechanism exists for HMRC to withdraw a served notice. Tell HMRC the company is dormant so future notices stop, and treat any notice you already hold as a filing obligation.
Guidance, not advice. Reviewed 2026-08-14 against gov.uk and legislation.gov.uk sources.