Dormant company accounts example

Key facts

As at 25 October 2026.

Example balance sheet

[Company name] Limited. Registered in England and Wales, registered number [12345678]. A private company limited by shares. Registered office: [address]. Balance sheet as at 31 December 2026.

A company that has been dormant since it was formed usually shows the same figures every year: the subscribers paid for their shares and nothing else happened. A company that traded and then became dormant shows last year's trading figures as its comparatives.

Statements above the signature

• The company was dormant throughout the accounting period.
• For the year ending 31 December 2026 the company was entitled to exemption from audit under section 480 of the Companies Act 2006 relating to dormant companies.
• The members have not required the company to obtain an audit of its accounts for the year in question in accordance with section 476.
• The directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts.
• These accounts have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.
• Approved by the board of directors and authorised for issue on [date] and signed on its behalf by: [signature], [printed name of the director], Director.

Companies House requires the statement that the company was dormant throughout the accounting period. The three section 480 statements must be on the balance sheet above the signature. The small companies regime statement applies when the accounts are prepared under that regime, as a dormant company's usually are.

Notes

1. Company information. [Company name] Limited. Registered in England and Wales, registered number [12345678]. A private company limited by shares. Registered office: [address].
2. Accounting policies. The accounts are prepared under the historical cost convention in accordance with FRS 102 Section 1A (or FRS 105 for a micro-entity).
3. Directors' advances. No advances, credits or guarantees were made to the directors.

When a company counts as dormant

A company is dormant during a period in which it has no significant accounting transaction: no transaction that it must enter in its accounting records. Three things are ignored: shares taken by the subscribers on formation; fees paid to Companies House for a change of name, re-registration or a confirmation statement; and late filing penalties.

The audit exemption under Companies Act 2006, s480 needs the company to have been dormant since its formation, or since the end of its previous financial year while entitled to the small companies regime and not required to prepare group accounts. It is not available to traded companies or to banking, insurance, e-money and investment companies (Companies Act 2006, s481). Members holding at least 10% of the shares can still require an audit.

Filing dormant accounts

• Online dormant accounts are available for companies limited by shares or by guarantee.
• The paper form AA02 is only for a company that has not traded since incorporation: not for a dormant subsidiary, and not for a company that became dormant after trading.
• The deadline and the late filing penalties are the same as for other accounts; the late filing penalty calculator shows the amounts.
• From 1 April 2028 every company, dormant or not, files its accounts with commercial software.
• The members still receive full accounts.

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