Dormant company

In the United Kingdom, a dormant company is a company whose transactions have been limited to 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, filing a confirmation statement 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.^[1]

Whilst filing annual accounts is still a requirement for dormant companies, instead of filing a full set of annual accounts, dormant companies can file a basic set of accounts known as a dormant company accounts (DCA).^[2] Dormant company accounts do not need to be audited, except for the year during which the company becomes dormant.^[3]

Under the Companies Act 2006 there are exceptions for certain companies. For example, some financial and insurance companies are under obligation to file their full accounts, regardless of their status.^[4]

In Singapore, a dormant company is defined by two authorities: Accounting and Corporate Regulatory Authority (ACRA) and Inland Revenue Authority of Singapore (IRAS). For ACRA the determining factor for dormancy is the lack of transactions. For IRAS, a company that does not generate income is considered dormant. The companies deemed dormant by the authorities can be exempted from filing annual financials and submitting tax return. For the latter, a waiver^[5] has to be issued by IRAS.