Filing dormant accounts is free and takes about ten minutes online. The deadline is the same as any trading company’s, and so is the penalty for missing it — starting at £150 and rising to £1,500.
Here is what dormant accounts are, what goes on form AA02, how to file, and the mistakes that turn a free filing into a penalty.
What dormant accounts are
Your company is dormant for Companies House if it has had no significant accounting transactions during the financial year. A significant accounting transaction is one the company should enter in its accounting records.
Three things are disregarded when you make that assessment:
- payment for shares taken by subscribers to the memorandum of association
- fees paid to Companies House for a change of company name, the re-registration of a company, and filing confirmation statements (or annual returns)
- payment of a civil penalty for late filing of accounts
Everything else counts. Bank charges count. An accountancy fee paid from the company account counts. One pound of bank interest counts.
Dormant accounts themselves are stripped right back. No profit and loss account, no directors’ report. What they must contain is:
- a balance sheet, with statements above the director’s signature and printed name to the effect that the company was dormant throughout the accounting period
- the previous year’s figures for comparison, even though there is no income or expenditure in the current year
- certain notes to the balance sheet
Dormant companies can claim exemption from audit under section 480 of the Companies Act 2006.
The deadlines are exactly the same
There is no concession for dormancy. Companies House is explicit: you have the same time to file dormant accounts as any other accounts, and the same late filing penalties apply.
| Situation | Private company or LLP |
|---|---|
| First accounts, where the first period is longer than 12 months | 21 months from incorporation, or 3 months from the accounting reference date — whichever is longer |
| Subsequent accounts | 9 months after the end of the accounting reference period |
| How late | Penalty (private company / LLP) |
|---|---|
| Not more than 1 month | £150 |
| 1 to 3 months | £375 |
| 3 to 6 months | £750 |
| More than 6 months | £1,500 |
Penalties double if you file late in two successive financial years. They are automatic and the registrar’s discretion is very limited. “The company is dormant” is listed by Companies House among the reasons an appeal is unlikely to succeed.
How to file: the online route
Companies House WebFiling is the fastest option and is now available for both companies limited by shares and companies limited by guarantee. It has built-in checks that include all the required statements and prevent the common errors.
- Register for WebFiling if you have not already — you need an email address and a password.
- Get your authentication code. Companies House posts it to the registered office and it can take up to 10 working days to arrive. It cannot be given by email or over the phone, so do this well before the deadline.
- Sign in and select dormant accounts (DCA) for the relevant accounting period.
- Enter the figures — called up share capital not paid, cash at bank and in hand, net assets, shareholders’ funds, and the issued share capital.
- Confirm the statements — audit exemption under section 480, that members have not required an audit under section 476, that the directors acknowledge their responsibilities, and that the accounts are prepared under the small companies regime.
- Submit. There is no fee. Companies House accounts filing is free, online and on paper.
What is on form AA02
Form AA02 is the paper version of dormant company accounts, filed under section 441 of the Companies Act 2006. The current version is 6.0, dated March 2026, and runs to three pages.
| Section | What you enter |
|---|---|
| 1. Company details | Company name in full and company number, matching the public register |
| 2. Date of balance sheet | The balance sheet date |
| 3. Accounts | Year end date; the section 480 audit exemption statement; called up share capital not paid; cash at bank and in hand; net assets; shareholders’ funds — each with a prior year comparative; issued share capital (number of shares, class, amount each); the directors’ statements; and a tick box if the company acted as an agent for a person |
| 4. Date of approval | The date the board approved the accounts |
| 5. Director’s signature | Signature and printed name of a director |
| 6. Guidance | Notes — read before completing |
Two checks before you sign. Net assets must equal shareholders’ funds. And any paid element of the shares goes in “cash at bank and in hand”, while any unpaid element goes in “called up share capital not paid”.
When you cannot use AA02
The paper form is narrower than most people assume. It only suits a company limited by shares that has never traded, where the only transaction in the accounting records is the issue of subscriber shares, and which is not a subsidiary.
You cannot use form AA02 if:
- the company became dormant after trading — you need to prepare proper dormant accounts instead
- the company is a dormant subsidiary — the form does not include the details subsidiaries have to submit
- the company is a charity, is limited by guarantee, or has no shares
- the accounts are prepared under International Accounting Standards
- the accounting period begins before 6 April 2008
Paper also takes far longer to process. If your accounts are rejected after the filing deadline, the company gets an automatic late filing penalty — you do not get extra time. File online unless you have a specific reason not to.
Filing the wrong type of accounts
This is where free filings become expensive.
Filing dormant accounts when the company was not dormant. If there were significant accounting transactions in the year — bank charges are the usual culprit — the company is not dormant for Companies House and needs micro-entity or small company accounts instead. Accounts that do not meet the Companies Act requirements can be rejected, and a rejection after your deadline triggers the penalty.
Assuming dormant accounts are the whole job. They are not. Every company, including dormant and non-trading companies, must also file a confirmation statement at least once every 12 months, within 14 days of the end of the review period — £50 online or £110 on paper, once per 12-month payment period. And HMRC uses a different dormancy test and has to be told separately; if HMRC has issued a notice to deliver a Company Tax Return, you must still file that return.
Filing a dormant balance sheet at Companies House also does not remove the directors’ duty to prepare accounts for the company’s members.
What changes in April 2028
From 1 April 2028, all accounts filed with Companies House — dormant accounts included — must be filed using commercial software in iXBRL format. WebFiling and paper close for accounts, though both remain open for confirmation statements and other filings.
That hits dormant companies harder than most, because free WebFiling is exactly what they rely on. Companies House accounts filing itself stays free, but you will need software, or an agent with software, to submit. From the same date, a company claiming audit exemption must give an enhanced statement from the directors on the balance sheet, stating the exemption claimed and confirming the company qualifies.
Note the date. The package was originally announced for April 2027 and confirmed as April 2028 on 9 June 2026. A lot of published guidance still shows the old date.
Frequently asked questions
How much does it cost to file dormant company accounts?
Nothing. Companies House does not charge for filing annual accounts, online or on paper. The confirmation statement is a separate filing and does carry a fee — £50 online or £110 by post.
What is the deadline for dormant accounts?
The same as for any private company: 9 months after the end of the accounting reference period. First accounts covering more than 12 months are due 21 months from incorporation or 3 months from the accounting reference date, whichever is longer.
Can I still file form AA02 on paper?
Yes. Version 6.0 is current as at 2026. It is only for a company limited by shares that has never traded, where the only transaction is the issue of subscriber shares, and which is not a subsidiary. Paper takes much longer to process, and from 1 April 2028 paper accounts filing closes entirely.
Do I need to file a Company Tax Return as well?
Only if HMRC has issued a notice to deliver one. Telling HMRC your company is dormant does not cancel a notice already issued, and dormancy for Corporation Tax is a separate test from dormancy for Companies House.
What if my dormant company received bank interest?
Then it was not dormant for Companies House that year. Interest is a significant accounting transaction, and it is also income for Corporation Tax purposes. You will need ordinary accounts rather than dormant ones.
Getting it filed
Dormant filings are simple until they are not — and the point at which they stop being simple is usually a single forgotten transaction that changes which accounts the company is legally required to file.
SmartFiling handles dormant company filings on a fixed fee, including the dormancy assessment, the accounts, the confirmation statement and the HMRC position. Every filing is reviewed and signed off by an ICAEW Chartered Accountant, and it is all done online.
