Last updated: 1 October 2026 · Written by Axel
Dormant company accounts are a short balance sheet you still have to file with Companies House every year, even if your limited company did nothing at all. On top of that you still owe Companies House a confirmation statement, and HMRC may still want a Company Tax Return (CT600) depending on what it has sent you. "Dormant" gets you a lighter load, not a free pass.
The catch is that Companies House and HMRC each have their own definition of dormant, and they don't line up perfectly. It's easy to set up a company, park it, and assume one dormant filing covers everything. It doesn't. Here's how it actually works.
What "dormant" means to Companies House vs HMRC
There are two tests, run by two different bodies.
Companies House treats a company as dormant if it's had no "significant" transactions in the financial year. A few things can be ignored, according to GOV.UK's dormant company guidance:
- filing fees paid to Companies House
- penalties for late filing of accounts
- money paid for shares when the company was incorporated
HMRC looks at it from a tax angle. A company is usually dormant for Corporation Tax if it has stopped trading and has no other income, such as investments, or is a new company that hasn't started trading yet. HMRC's definition of trading is wide: "buying, selling, renting property, advertising, employing someone or getting interest."
| Companies House | HMRC (Corporation Tax) | |
|---|---|---|
| The test | No significant transactions in the year | No trading and no other income |
| What it ignores | Companies House fees, late filing penalties, share money paid on incorporation | GOV.UK gives no ignore list. The test is whether the company has stopped trading and has no other income |
| What breaks it | A significant transaction not on the ignore list | Buying, selling, renting property, advertising, employing someone, getting interest, investment income |
| What you file | Dormant accounts + confirmation statement | A CT600 only if you've been sent a notice to deliver one |
Interest is on HMRC's list. For Companies House it is not one of the three things you can ignore, so a company earning interest may no longer count as dormant there either. Check before you file dormant accounts.
What a dormant company still files with Companies House
Two things, every year, no exceptions.
1. Dormant accounts
If the company is small and dormant by Companies House's test, it can file dormant accounts instead of full accounts, with no auditor's report. Per the Companies House accounts guidance, dormant accounts are:
- a balance sheet with a statement that the company was dormant throughout the accounting period
- comparative figures for the previous year
- supporting notes
No profit and loss account and no directors' report.
2. The confirmation statement
This one catches people out because it has nothing to do with money. Companies House is clear: "Every company, including dormant and non trading companies, must file a confirmation statement at least once every year." You can file up to 14 days after the review period ends.
It costs £50 online or £110 on paper. Skip it and the confirmation statement guidance says you can be fined up to £5,000 and the company may be struck off.
What HMRC wants from a dormant company
This is where the "dormant at Companies House but still owing HMRC" trap lives.
If HMRC has never asked you for a return and you have told it the company is dormant, you do not need to pay Corporation Tax or file returns unless HMRC sends you a notice to deliver one. HMRC may also write to say it has decided to treat the company as dormant, meaning no Corporation Tax to pay and no Company Tax Returns to file.
If you've ever filed a Company Tax Return, or HMRC has sent you a "notice to deliver a Company Tax Return", you still have to file one online for that period. The return itself is what shows HMRC the company was dormant. Your Companies House dormant accounts don't do that job for you, because the two bodies are separate.
If a notice arrives, you file. Ignoring it because "the company's dormant" is how a nil-tax company ends up with penalties.
A couple of other loose ends from the same guidance: if the company is VAT registered and won't trade again, you need to deregister within 30 days, and if it ran a PAYE scheme with no plan to restart, close the scheme.
Dormant company filing deadlines
The deadlines are the same as for a trading company. Dormancy changes what you file, not when.
| Filing | Who | Deadline |
|---|---|---|
| Annual accounts (dormant or full) | Companies House | 9 months after the end of the accounting period (private companies) |
| First accounts | Companies House | 21 months from incorporation, or 3 months from the accounting reference date, whichever is longer |
| Confirmation statement | Companies House | At least once a year, up to 14 days after the review period ends |
| Company Tax Return (if a notice was sent) | HMRC | 12 months after the end of the accounting period |
That first accounts rule matters for brand new companies that sat dormant from day one. If you're unsure where your first period actually ends, our guide to a company's first accounting period walks through it, and there's a full rundown of CT600 and accounts filing deadlines too.
What it costs if you miss them
Dormant doesn't shrink the penalties. Companies House fines private companies for late accounts on a sliding scale (late filing penalties):
| How late | Penalty |
|---|---|
| Up to 1 month | £150 |
| 1 to 3 months | £375 |
| 3 to 6 months | £750 |
| More than 6 months | £1,500 |
The penalty doubles if your accounts are late two years in a row.
HMRC runs its own penalties for a late Company Tax Return: £200 at 1 day late, another £200 at 3 months. At 6 months HMRC estimates your Corporation Tax bill and adds 10% of the unpaid tax, and another 10% at 12 months. Late three times in a row and the £200 penalties become £1,000 each.
So a "dormant" company that ignores an HMRC notice can rack up £400 in fixed penalties on a return that would have shown zero tax. That's an expensive way to file nothing.
The mistake: staying "dormant" after the first invoice
Dormancy ends the moment the company does anything on HMRC's list. In real life, that's usually:
- The first invoice. You've started trading. Doesn't matter if it's one job for £80.
- Bank interest. HMRC counts "getting interest" as trading for this purpose.
- Advertising. Paying for a van wrap, a website or a listing counts.
- Taking someone on. Employing someone ends it.
- Renting out property through the company.
Companies House doesn't need to be told when you restart. Your next set of non-dormant accounts shows it. HMRC is different: you must tell HMRC the company has started trading again (GOV.UK has separate guidance on restarting a dormant company), and from then on you are filing proper accounts and a full CT600.
The honest advice: if there's any real doubt whether a transaction broke dormancy, file as trading. Over-filing a nil return costs you a bit of time. Wrongly filing dormant accounts for a company that traded means correcting the record later.
Checklist: when the company starts trading
- Note the date of the first sale, advert, hire or interest payment. That's when dormancy ended.
- Tell HMRC the company has started trading again, using GOV.UK's guidance on restarting a dormant company, so it is not still treated as dormant.
- Keep records from day one: invoices, receipts, bank statements. Our free tax calculators help you sanity check what you'll owe.
- At the year end, file full accounts (micro-entity accounts, if your company qualifies) instead of dormant accounts.
- File a full CT600 with HMRC by the 12 month deadline, and pay any Corporation Tax by 9 months and one day after the period ends.
- Keep filing the confirmation statement every year, as you did while dormant.
- If you also earn as a sole trader, check your Self Assessment position. You can get a UTR free from HMRC if you don't have one, and our Making Tax Digital guide covers what's coming for sole traders.
If the company has gone back and forth between trading and dormant, or a parent company is involved, that's a situation worth running past an accountant.
Frequently Asked Questions
Do dormant companies need a CT600?
Only if HMRC has sent a notice to deliver a Company Tax Return, or you've filed one before. In that case you file a CT600 for the period, which is how HMRC sees the company was dormant. Otherwise you can tell HMRC the company is dormant and you won't need to file until a new notice arrives.
Does a dormant company still need to file a confirmation statement?
Yes. Every company, including dormant ones, must file one at least once a year, and it costs £50 online. Missing it risks a fine and the company being struck off.
Does bank interest stop a company being dormant?
For HMRC, yes: getting interest counts as trading under its dormant company guidance. Companies House does not list interest among the transactions you can ignore, so treat it with caution there too.
When are dormant company accounts due?
For a private company, 9 months after the end of the accounting period. First accounts are due 21 months from incorporation, or 3 months from the accounting reference date if that is later.
Can I file dormant accounts myself?
Yes. Dormant accounts are a short balance sheet with a dormancy statement. If the company has started trading, you'll need full micro-entity accounts and a CT600 instead.
When your company is genuinely dormant, the filing is small and you shouldn't pay much for it. A.X.E.L Filing lets you file as a dormant company for £20, and once you're trading it files micro-entity accounts and the CT600 together for £49, straight to Companies House and HMRC with your own Government Gateway login, no subscription. Start your filing at file.axel.trade.
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