AA02 Dormant Accounts UK: How to File (2026)
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Part ofCompanies House Forms UK
If your company has stopped trading or has never traded since incorporation, you may still need to file accounts each year. Form AA02 is the short-form return that Companies House accepts from many dormant companies limited by shares, and it is considerably simpler than a full set of statutory accounts.
That said, it is not suitable for every dormant company, and getting it wrong can lead to late filing penalties or the company being flagged as non-compliant. This page walks through what AA02 is, who can use it, the information you need to hand, and the deadlines to watch.
If you are unsure whether your company genuinely qualifies as dormant, or how to present figures from a previous trading period, a short call with an experienced legal adviser can help you think it through before you file.
What this document is
Form AA02 is the paper filing route for dormant company accounts at Companies House. It is designed for private companies limited by shares that have been dormant since incorporation, meaning they have had no significant accounting transactions during the financial year.
A company limited by guarantee cannot use AA02 and must file different accounts. Under the Companies Act 2006, every registered company must deliver accounts to Companies House each year, whether or not it has been active. The 'dormant' route exists because preparing full statutory accounts for a company that has done nothing would be disproportionate.
AA02 captures the minimum Companies House needs: a simple balance sheet reflecting any called-up share capital and the fact that no significant transactions have taken place. It does not replace what HMRC expects separately in relation to Corporation Tax, and it does not sit alongside a confirmation statement, which is a separate annual obligation.
Directors remain legally responsible for the accuracy of what is filed, even where the company has been dormant for years.
How to use this document
- Check that your company genuinely qualifies as dormant. A company is dormant for Companies House purposes if it has had no significant accounting transactions during the financial year. Bank charges, interest received, or trading income can all break dormancy. Permitted transactions are limited, so review the bank statements and any invoices issued or received before assuming AA02 is the right form.
- Confirm AA02 is the correct form for your company type. AA02 is intended for private companies limited by shares that have been dormant since incorporation. If your company is limited by guarantee, is a PLC, or became dormant after a period of trading with more complex figures to carry forward, a different filing route may be needed. Using the wrong form can result in rejection.
- Gather the information Companies House needs. You will need the registered company name, company number, the accounting reference date, and the figures for called-up share capital. If shares have been issued, you will need the amounts paid and unpaid. Double-check these against the company register before completing the form so that the filed figures match your internal records.
- Complete and sign the form. AA02 must be signed by a director, who is confirming on behalf of the board that the accounts give a true reflection of the company's dormant status. Signing in the wrong capacity, or submitting without a signature, is a common reason for rejection. Keep a copy for the company's records once signed.
- File before the deadline and pay any fee due. Dormant accounts must reach Companies House within the statutory filing window for your company, which for a private company is generally nine months after the accounting reference date in most cases. Late filing triggers automatic penalties that increase the longer the delay. Check gov.uk for current filing fees and penalty amounts before posting.
Common questions
Q What counts as a 'significant transaction' that breaks dormancy?
Broadly, any accounting transaction other than a very narrow list of permitted items, such as the payment for shares taken by subscribers on incorporation, fees paid to Companies House for name changes or confirmation statements, and civil penalties for late filing. Trading income, bank interest, paying a supplier, or receiving a refund will normally mean the company is no longer dormant and AA02 cannot be used.
Q Can I file AA02 online?
AA02 itself is the paper form, but Companies House also offers an online dormant company accounts service for eligible companies, which many directors find quicker and more reliable because it reduces the chance of rejection through missing fields. Online filing requires your authentication code. If you prefer paper, the completed AA02 must be posted to the Companies House address shown on the form.
Q Does filing AA02 also deal with HMRC?
No. Companies House and HMRC are separate. Filing AA02 tells Companies House the company is dormant for its purposes, but HMRC has its own rules on dormancy for Corporation Tax. You may still need to tell HMRC the company is dormant, and in some cases file a Company Tax Return. If the company has ever traded, assume HMRC will want to hear from you separately.
Q Do I still need to file a confirmation statement?
Yes. The confirmation statement is a separate annual filing that confirms the company's registered details, such as directors, registered office, and people with significant control. It is required even if the company is dormant. Filing AA02 does not satisfy that obligation, and missing the confirmation statement can eventually lead to the company being struck off the register.
Q What happens if I file dormant accounts late?
Companies House charges automatic late filing penalties that scale with how late the accounts are, and the amount can double if accounts are late two years in a row. Persistent failure to file can also lead to the company being struck off and the directors facing enforcement action. Check gov.uk for the current penalty bands, and if you have missed the deadline, file as soon as possible to limit the penalty.
Q Can a dormant company pay for things like the annual confirmation statement fee?
Yes. Paying the Companies House confirmation statement fee, or a filing penalty, is specifically treated as a permitted transaction that does not break dormancy. The same goes for payments for shares by the original subscribers. Almost anything else, including paying an accountant, will normally count as a significant transaction and mean the company is no longer dormant for the relevant period.
Q My company traded last year but is dormant now. Can I use AA02?
AA02 in its strictest form is aimed at companies dormant since incorporation. If your company has previously traded, you may need to file dormant accounts in a different format that carries forward the prior year figures, rather than the simplified AA02. This is a common area where directors get it wrong, so it is worth checking before filing to avoid a rejection.
Sources
This guide is based on primary UK law and official guidance.
- Guidance · Companies HouseCompanies House: File your dormant accounts (AA02)gov.uk
- Guidance · UK GovCompanies House filing deadlines and penaltiesgov.uk
- LegislationCompanies Act 2006legislation.gov.uk
- Guidance · UK GovHMRC guidance on dormant companies for Corporation Taxgov.uk
Legal disclaimer
This article is for general information only. It is a tool to help you find your way — not legal advice, and not a substitute for speaking to a qualified adviser about your situation.