Non-trading or dormant accounts

Many people do not realise that all limited companies, whether they trade or not, must deliver accounts to Companies House.


Dormant companies who have never traded since incorporation need only prepare and deliver to Companies House an abbreviated balance sheet and notes. A profit and loss account and directors' report does not have to be included, but a directors' report must be provided to its members.


A company is dormant if it has had no 'significant accounting transactions' during the period. If your company’s only transactions have been limited to:

• payment for shares taken by subscribers to the memorandum of association,
• fees paid to the Registrar of Companies for a change of company name, the re-registration of a company and filing annual returns and
• payment made in respect of civil penalties imposed by the Registrar of Companies for delivering accounts to the Registrar after the statutory time allowed for filing,

then your company is considered to have been dormant and may take advantage of the dormant company audit exemption.


However, under the new Companies Act there are exceptions for certain financial, insurance, banking or investment companies. Such companies must file full accounts regardless. We will be able to advise you if your company falls into these categories.


Unaudited dormant accounts are much simpler than those of a trading company but must show an abbreviated balance sheet containing statements above the director's signature to the effect that the company was dormant throughout the accounting period and any previous year's figures for comparison (even though there are no items of income or expenditure for the current year), together with certain notes to the balance sheet.


Apart from the simpler form of these special dormant accounts, the same filing times (and the same penalties for late filing) apply to Dormant Company Accounts as for trading accounts. Unless exemption has been agreed with HM Revenue & Customs, the same Dormant Company Accounts – but accompanied by a Dormant Company Tax Return – need to be filed with HMRC as well.


Our service includes:

• preparation of the Dormant Company Accounts,
• arranging for their signature,
• filing Dormant Company Accounts with Companies House,
• preparing the Company Tax Return and filing both with HMRC.

Please contact RosettaPro now to discuss your requirements in more detail. We will then be able to provide our high-standard services and prepare your non-trading or dormant account.