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Making Your Company Dormant


Making your company dormant is not simply a matter of stopping trade. Directors must ensure that the company has no significant accounting transactions, notify HMRC correctly, and continue meeting Companies House filing obligations. Failure to follow the correct process can result in rejected filings, financial penalties, or loss of dormant status. This comprehensive guide explains how to make your company dormant properly, how to maintain that status, and how to choose the safest filing method.

What Does It Mean to Make a Company Dormant?

A company is considered dormant when it has had no significant accounting transactions during its financial year. This definition applies to Companies House reporting requirements and Corporation Tax obligations. If you need a full breakdown of the legal definition, accounting rules, and permitted transactions, review What Are Dormant Accounts? before proceeding.


Generally, permitted transactions while dormant include:

  • Payment for shares issued on incorporation

  • Fees paid to Companies House

  • Certain civil penalties

Any income, expense, payroll activity, or business contract will usually mean the company is active.

Experience insight: A common issue we see is directors overlooking small recurring payments such as bank charges, website renewals, or software subscriptions. Even minor transactions can invalidate dormant status, requiring full accounts instead of simplified dormant accounts.

Why Directors Choose to Make a Company Dormant

Directors may decide to make a company dormant for several reasons:

  • Temporary pause in trading

  • Future business plans not yet launched

  • Holding intellectual property or brand names

  • Project delays or restructuring

  • Keeping a company name protected

Maintaining dormancy can preserve flexibility while reducing accounting complexity, but it does not remove compliance responsibilities.

Step-by-Step: How to Make Your Company Dormant

1. Cease All Trading Activity

The company must stop selling goods or services, issuing invoices, entering contracts, and paying operational expenses.


2. Review Financial Activity

Examine bank accounts and accounting records to confirm no significant transactions have occurred during the financial year.


3. Inform HMRC

If the company was previously trading, you must notify HMRC that it is now dormant for Corporation Tax purposes. This prevents Corporation Tax returns from being issued unnecessarily.


4. Maintain Statutory Records

Even dormant companies must keep statutory registers and maintain basic accounting records.


5. File Dormant Accounts Annually

Dormant companies must still file accounts with Companies House, usually within 9 months of the accounting reference date (for private limited companies).


For detailed filing instructions, see How To File Dormant Accounts.

Important: Dormant status does not remove your obligation to file annual accounts and confirmation statements. Penalties apply automatically if deadlines are missed.

Ongoing Responsibilities of a Dormant Company

Directors must continue to:

  • File dormant accounts each year

  • Submit confirmation statements

  • Maintain accurate company details

  • Monitor correspondence from Companies House

  • Ensure no disqualifying transactions occur

For a breakdown of deadlines and escalating penalties, review Dormant Company Deadlines & Penalties.

Common Mistakes When Making a Company Dormant

  • Assuming “no trading” automatically means dormant

  • Forgetting to notify HMRC

  • Leaving business subscriptions active

  • Misunderstanding accounting reference dates

  • Missing filing deadlines

  • Submitting incorrect dormant accounts

These errors often result in rejected filings or avoidable penalties.

DIY Filing vs Online Filing Services

Once your company qualifies as dormant, you must decide how to file your accounts. Directors can file directly themselves (DIY) or use an online filing service.

Quick Comparison

Method

Speed

Compliance Risk

Best For

DIY Filing

Moderate

Higher if inexperienced

Confident, experienced directors

Online Filing Service

Fast

Lower

Directors seeking efficiency and reassurance

DIY Filing: Benefits and Risks

Filing dormant accounts yourself involves completing the appropriate form and submitting it to Companies House before the deadline.


Benefits

  • No service fee

  • Full control over submission

  • Suitable for directors familiar with filing procedures

Risks

  • Technical errors leading to rejection

  • Incorrect share capital reporting

  • Misstated accounting periods

  • Late filing penalties

Important: Rejected filings close to the deadline can result in penalties even if you attempted to submit on time.

Online Filing Services: Structured and Lower Risk

Online filing services guide directors through a structured submission process, often including validation checks to reduce errors before submission.


Advantages

  • Guided step-by-step process

  • Built-in validation

  • Submission confirmation

  • Reduced administrative burden

  • Time efficiency

For many directors, the modest service fee provides reassurance and reduces compliance risk.

Cost vs Compliance Risk

While DIY filing appears cheaper, directors should consider the broader picture:

  • Time spent researching rules

  • The impact of financial penalties

  • Administrative stress

  • Risk of repeated late filing fines

For many businesses, reducing compliance risk outweighs the cost difference.

Should You Keep the Company Dormant or Close It?

If there are no future plans for the company, voluntary strike off may be more appropriate than continued dormancy. However, if you intend to trade again or wish to retain the company name, maintaining dormancy may be preferable.

Explore additional support resources in our Dormant Filing Guides to understand your options fully.

When to Reactivate a Dormant Company

If the company resumes trading, you must:

  • Inform HMRC within 3 months

  • Maintain full accounting records

  • File full statutory accounts instead of dormant accounts

  • Submit Corporation Tax returns where required

Attempting to trade while filing dormant accounts exposes directors to compliance risk.

Final Recommendation

Making your company dormant can reduce reporting complexity, but it requires careful monitoring and correct filing. Directors must ensure the company genuinely qualifies as dormant and that annual filing obligations continue to be met.

For directors seeking efficiency, reduced risk, and structured guidance, using a secure online filing system provides reassurance that dormant accounts are prepared and submitted correctly.


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Official Government Guidance

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