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Audit exemption for dormant company accounts

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1. What exemption is available for dormant company accounts?
Dormant companies can claim exemption from audit and need only prepare and deliver to Companies House an abbreviated balance sheet and notes within their dormant company accounts.

A profit-and-loss account and directors' report do not have to be included in dormant company accounts filed at Companies House but a directors' report must be provided to members.

2. What is a dormant company?
A company is dormant if it has had no 'significant accounting transactions' during the period and can therefore file dormant company accounts.

For accounting periods ending on or after 26 July 2000, when considering if a company is dormant, and can file dormant company accounts, you can disregard the following financial transactions:

  • 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.


  • For accounting periods ending before 26 July 2000, only payment for shares taken by subscribers to the memorandum of association may be disregarded.

    A company may not take advantage of the dormant company accounts audit exemption if it is:

  • a person who has permission under Part 4 of the Financial Services and Markets Act 2000 to carry on a regulated activity;
  • a person who carries on insurance market activity.


  • If the company has not been dormant since incorporation, but has become dormant, it may take advantage of the exemptions, and can file dormant company accounts, provided that:

  • it has been dormant since the end of the previous financial year; and
  • it does not have to prepare group accounts for that year; and
  • it qualifies as a 'small company' in relation to that year (see chapter 3), or would have qualified as small but for the fact that it is:
    1. a public company; or
    2. a member of a group of companies which included: a public company, a person who has permission under Part 4 of the Financial Services and Markets Act 2000 to carry on a regulated activity, or a person who carries on insurance market activity.


  • 3. What information must dormant company accounts contain?
    Dormant company accounts filed at Companies House need not include a profit-and-loss account or directors' report.

    Unaudited dormant company 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. The full text of the required statements is as question 4 below or, for financial years ending before 26 July 2000, at question 5 below);
  • any previous year's figures for comparison - even though there are no items of income or expenditure for the current year;
  • certain notes to the balance sheet - a full list of items to be covered appears at the end of this chapter.


  • Business Company Accounts Search
    Name of business or company no:
    (exclude "limited")


    Director Company Accounts Search
    surname first name

    [optional] filter director by:

    town county full postcode