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What Is An AA02 Form?

Updated: Nov 9

AA02 form is used to file accounts for a dormant limited liability company that has never traded with Companies House. The HMRC AA02 Form, also known as the Dormant Company Accounts form, is a specific document used in the UK for companies that are registered but have had no significant accounting transactions during their financial year. This form is specifically tailored for dormant companies to meet their legal obligation to file accounts with Companies House.

Purpose of the HMRC AA02 Form

The HMRC AA02 Form, also known as the Dormant Company Accounts form, serves a specific and crucial purpose in the UK's corporate regulatory framework. Its primary role is to facilitate compliance for companies that have not engaged in any significant financial activity during a fiscal year. By filing this form, a company officially declares that it has remained dormant, meaning it has not conducted trading activities or incurred significant accounting transactions. This declaration is not just a formality but a legal requirement that helps Companies House maintain accurate records of the operational status of companies registered in the UK. The form, therefore, acts as a communication tool between dormant companies and regulatory bodies, ensuring transparency and accountability in the corporate sector.

Who Should Use the HMRC AA02 Form

The AA02 form is specifically designed for companies that have been inactive in terms of financial transactions during their accounting period. This typically includes new companies that have not yet begun trading, companies that are holding assets but not actively trading, or companies in a state of temporary inactivity. It is crucial to note that the term 'dormant' for this purpose has a specific definition. It refers to a company that has not had any 'significant' accounting transactions during the accounting period. Significant transactions exclude actions such as payment for shares upon company formation or fees paid to Companies House for filing the annual Confirmation Statement. Understanding who should use this form is vital for compliance and avoiding potential legal issues arising from misclassification of a company's operational status.

Filing Requirements

Filing the AA02 form is not just a best practice but a statutory requirement for dormant companies in the UK. The form serves as an alternative to the more comprehensive financial statements that active companies must file. It is a simplified reporting method that acknowledges the absence of significant financial activity within the company during the reporting period. The requirement to file this form annually, regardless of the company's transactional inactivity, ensures that Companies House and, by extension, the public and other stakeholders, have up-to-date information about the status of the company. This requirement underlines the government's commitment to corporate transparency and the importance of maintaining accurate public records for all registered companies.

Content of the Form

The AA02 form is structured to be straightforward and user-friendly, reflecting the simplicity of the information required for dormant companies. It includes basic yet essential information such as the company name, registration number, and the period covered by the accounts. Crucially, it contains a statement that the company has been dormant from the time of the last accounts or since incorporation if it's the first set of accounts. This statement is a declaration of dormancy and is the core element of the form. The simplicity of the form reflects the streamlined approach adopted by Companies House for dormant companies, acknowledging that these entities do not engage in the complex financial activities that would require more detailed reporting.

Legal Obligation

The legal obligation to submit the AA02 form is a critical aspect of corporate governance in the UK. This requirement ensures that even companies without active financial transactions remain accountable to regulatory bodies. The submission of the AA02 form is monitored by Companies House, and failure to comply can result in penalties. These penalties can range from fines to the more severe consequence of having the company struck off the register. The legal obligation to file this form underscores the principle that all registered companies, regardless of their size or level of activity, are subject to regulatory oversight and must adhere to the statutory reporting requirements.

Submission Process

The process of submitting the AA02 form is designed to be as efficient as possible. Companies can choose to file the form electronically through the Companies House web filing service or opt for the traditional postal method. The online submission method is generally preferred due to its speed and convenience. It allows for immediate confirmation of receipt and reduces the risk of delays associated with postal submissions. The online filing system is part of Companies House's broader efforts to streamline corporate filing processes, making it easier for companies to comply with their reporting obligations.

Annual Requirement

The AA02 form must be filed annually, a requirement that remains in place for as long as the company is registered as dormant. This annual filing ensures that Companies House's records are current, reflecting the company's status for each financial year. The requirement does not cease until the company either starts trading, at which point it must begin to file regular financial statements, or is formally dissolved. This ongoing obligation highlights the importance of regular updates to corporate information and the need for companies to stay vigilant about their filing duties, even when not actively trading.

Importance of the HMRC AA02 Form for Dormant Companies

The significance of the AA02 form in the corporate landscape of the UK cannot be overstated. For dormant companies, this form is a vital tool for maintaining compliance with corporate regulations. By providing a simplified means of reporting, it allows these companies to fulfill their legal obligations without the complexities and costs associated with more detailed financial reporting. The form plays a crucial role in maintaining the integrity of the corporate register, ensuring that the information available to the public and to potential investors is accurate and up-to-date. The AA02 form thus not only serves a regulatory function but also enhances the transparency and trustworthiness of the UK's business environment.

Why is a Company Inactive?

There are a number of reasons to have a dormant company that has never worked, although it is common to avoid using another company's name for the company you plan to use (or hope to use in the future).

AA02 Form

How Long Can a Company Remain Inactive?

A corporation can remain inactive indefinitely, which is very useful if the reason for this is to prevent another corporation from using the name. However, you still need to submit a few documents and there are costs involved. The company must decide how any fees are to be paid and who is to be responsible for submitting the necessary documents.

Should a Non-Commercial Company Open Accounts?

The GOV of the UK website uses the term "Sleep for corporation tax", but is technically now "non-commercial". HMRC allows a company to be classified as a non-commercial company for a period of up to 5 years. The Company is not required to submit any invoices or tax returns to HMRC for this non-trading period.

How do I Set Up a Sleeping Business?

You do not technically create such a dormant company, but most often you create a limited company and do not start trading there. As long as a company does not buy, sell, or otherwise trade in goods or services, it is inactive.

What Should be Included in Sleeping Accounts?

Sleeping accounts are a simplified version of the accounts that all companies must submit.

Sleeping business accounts must include:

● Balance sheet (which does not show company-wide activity)

● Last year's data (for comparison)

● Waiver of control (if justified)

What is My Responsibility for a Sleeping Company?

You must notify HMRC that the company is inactive by completing and submitting Form CT41G. If it becomes active or begins to act, you must notify HMRC within three months.

Even if the company is inactive, you are not required to file a tax return or pay corporation tax, but you must submit annual accounts and a certified return to Companies House using Form AA02. You can file your dormant accounts online at AA02 form or by submitting a hard copy, and even though the company may be inactive, you should still submit them on time to avoid fines!


In conclusion, the HMRC AA02 Form is a key component of the UK's corporate regulatory framework, specifically designed to cater to the unique needs of dormant companies. Its purpose, user base, filing requirements, content, legal implications, submission process, and annual requirements all converge to create a streamlined, efficient means for these companies to stay compliant with their legal obligations. The form’s importance extends beyond mere compliance; it is a testament to the UK's commitment to corporate transparency and accountability. For dormant companies, understanding and adhering to the requirements of the AA02 form is not just a legal necessity but a crucial part of maintaining their standing and reputation in the UK’s dynamic business landscape.

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