What does a holding company with dormant subsidiaries have to file?

By DormantFile · Updated 29 August 2026

Each company files for itself. Companies House has no group return and HMRC has no group CT600: a holding company with three dormant subsidiaries is four companies on the register, each with its own accounts, its own confirmation statement and its own Corporation Tax record. Being in a group changes nothing about the deadlines. It only changes which kind of accounts each company can file.

The dormant subsidiaries are the straightforward part. A subsidiary that was set up and then did nothing — no trade, no bank movements, no management charges from the parent, no intercompany loan in or out — has had no significant accounting transactions and is dormant under section 1169. The parent paying for the subsidiary's subscriber shares doesn't count against the subsidiary: that is one of the three exclusions. So each dormant subsidiary files:

• Dormant accounts to Companies House, 9 months after its own accounting reference date.
• A confirmation statement, at least every 12 months, £50 online per company.
• A nil CT600 to HMRC for any period HMRC has issued a notice to deliver a return for — unless HMRC has agreed the subsidiary is dormant for Corporation Tax, in which case nothing is due until it asks again. Check each subsidiary separately; one being told "no return needed" says nothing about the others.

The holding company is usually not dormant, and never has a nil balance sheet. If it receives a dividend from a trading subsidiary, charges a management fee or moves money around the group, those are transactions: it files micro-entity or small-company accounts and, because it has income, a CT600 with figures in it rather than a nil one. Even a parent that does nothing all year still carries its investment in the subsidiaries on its balance sheet, so its accounts have to show that investment. Either way the parent's accounts are a job for your accountant. DormantFile files dormant accounts where the only balance is the share capital — which is the dormant subsidiaries, not the parent.

The two things that quietly break a subsidiary's dormancy

• Intercompany balances. Lend a subsidiary £1,000 "for later", or have it pay a bill the parent reimburses, and both companies have a transaction. Money that moves inside a group is still money moving.
• Group costs paid from the wrong account. A subsidiary's £50 confirmation statement fee is fine if the parent or a director pays it. It breaks dormancy if the subsidiary's own account pays it, and again if the parent recharges it. Pay small group costs from the parent and don't recharge. See the accidentally trading trap.

Can the subsidiaries skip accounts altogether?

There is a statutory exemption — sections 394A and 448A of the Companies Act 2006 — under which a dormant subsidiary doesn't have to prepare or file its own accounts. The price is steep for a small group: every shareholder has to agree, the parent has to guarantee all the subsidiary's liabilities for that year (form AA06), and the parent has to file consolidated group accounts that include the subsidiary. Most small groups find that a nil set of dormant accounts, which takes about two minutes per company, is cheaper and simpler — and it keeps the parent out of consolidated accounts entirely.

A tax point worth knowing

For the small profits rate, the £50,000 and £250,000 thresholds are shared between a company and its associated companies — but a company that carried on no trade or business in the period is left out of the count. Dormant subsidiaries therefore don't dilute a trading company's thresholds. Your accountant handles this on the trading company's return; it is one more reason not to let a dormant subsidiary drift into "a bit of activity".

Each dormant subsidiary sits on one DormantFile dashboard with its own deadlines, reminders and register watch; the Multiple plan covers up to ten companies for £39 a year, and the parent stays with your accountant. If the subsidiaries are property SPVs, see is my property SPV a dormant company? For the per-company checklist, see I have three dormant companies — what do I file?

Read the full guide: Managing multiple dormant companies