Glossary

Dormant company

Krishna Prasad Dahal, Chartered Accountant

Reviewed by Krishna Prasad Dahal FCCA, ACA (ICAEW), FCA (ICAI India)ICAEW Council Member · Last reviewed

Definition

A dormant company is a limited company that is not active, but Companies House and HMRC use different tests. Companies House treats a company as dormant if it had no significant accounting transactions in the financial year. HMRC treats it as dormant for Corporation Tax if it is not trading and has no other income, such as investment income. A dormant company must still file annual accounts and a confirmation statement.

What a dormant company still files

What does and does not break dormancy

Companies House ignores its own filing fees, late filing penalties and money paid for shares on incorporation when deciding whether there were significant transactions. For HMRC, buying, selling, renting out property, advertising, employing someone or receiving interest all make the company active. A company that only receives bank interest is therefore not dormant for Corporation Tax and is usually described as a non-trading company.

SmartFiling explains the HMRC and Companies House definitions of dormant in more detail, and its dormant company accounts service prepares and files the yearly dormant accounts.

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