Last updated Dec 13, 2023 and written by Tom Richardson

How do I form a Dormant Company?

A company is dormant if it has had no ‘significant accounting transactions’ during the accounting period. A significant accounting transaction is one which the company should enter in its accounting records.

To form a dormant company (private company limited by shares):

  1. Form the company (as you normally would).
  2. Roughly 3 weeks after incorporation, HMRC will send a letter to your registered office. Once you get this, you'll need to inform HMRC that your company is dormant.
  3. File confirmation statement annually (a trading company has to file these too).
  4. File dormant company accounts annually (a trading company has to file these too; just not the dormant version).
  5. Don’t trade!

If and when your company does start trading, let HMRC know immediately.

If you have any questions regarding this process, please contact us.