Dormant companies – obligations

What is a dormant company?

A company or association may be ‘dormant’ if it is not trading and doesn’t have any other income – for example from investments.

A dormant company has different obligations for corporation tax, annual accounts and returns for Companies House in comparison to a trading company.

Dormant companies and corporation tax

Your company is usually dormant for corporation tax if:

  • the company has stopped trading and has no other income
  • is a new limited company that hasn’t yet started trading

If HMRC think your company is dormant, you may get a letter informing you of the decision to treat the company as dormant, and that you don’t have to pay Corporation Tax nor file Company Tax Returns (form CT600.)

If you have not received a ‘notice to deliver a Company Tax Return’ HMRC can be informed of company dormancy by post or over the phone.

If the company becomes active after a period of dormancy, HMRC must be informed within 3 months.

Dormant companies and VAT

If the company was registered for VAT before becoming dormant the company should deregister for VAT within 30 days of the company becoming dormant, unless there are plans for the company to continue trading in the future, then NIL (empty) VAT returns should be sent while the company is dormant.

Dormant companies and employees

If the company has become dormant and there are no plans to restart trading in the financial year, the PAYE scheme in operation by the company should be closed.

Dormant companies and Companies House

A company must file a confirmation statement (previously an annual return) and annual accounts with Companies House, even if the company is dormant for Corporation Tax, and dormant according to Companies House.

A company is classified as dormant by Companies House if it’s had no ‘significant’ transactions in the financial year. Significant transactions could include operating a payroll, earning interest or paying bank charges and fees. Non-significant transactions that are allowed to be undertaken by a company include:

  • Payment of shares by subscribers
  • Fees paid to Companies House for filing a confirmation statement
  • Late filing penalties paid to Companies House

Companies House do not need to be informed if trading is restarted – the next set of non-dormant accounts filed will show the company is no longer dormant.

If you would like to discuss any of this further then please contact us on 0116 242 3400.

Aiden Hyett, Accounts & Tax 

A GUIDE TO ACCOUNTING REFERENCE DATES AND PERIODS

I am sometimes asked, “What date should my company accounts be made up to?”. It’s a very important question because there are deadlines connected to the filing of accounts with both Companies House and HM Revenue and Customs.  Automatic penalties are issued to companies where their accounts have been filed late.  Being aware of your accounting period will help you to organise your accounting records in a timely manner and give you a chance to avoid missing these very important deadlines.

How to determine an accounting period

Every company must prepare accounts that report on the performance and activities of the company during the financial year. The financial year starts on the day after the previous financial year ended or, in the case of a new company, on the day of incorporation. Financial years are determined by reference to an Accounting Reference Period (ARP). The financial period ends on the accounting reference date.

For all new companies, the first accounting reference date is set as the last day in the month in which its first anniversary falls.  For example, if a company was incorporated on 7 January 2017 the first accounting reference date would be 31 January 2018.  The subsequent accounting reference dates will automatically be on the same date each year.  It is worth bearing in mind that a company may make its accounts up to 7 days either side of their accounting reference date which will be of interest to companies that organise their accounting records weekly, such as bars and restaurants.

Can the accounting reference date be changed?

The accounting reference date can be changed by using the appropriate form AA01. You can change the current or previous accounting period; periods can be shortened as many times as you like, but you can only extend once in five years (with exception in certain circumstances).  The minimum you can shorten a period by is 1 day and you can lengthen a period to a maximum of 18 months (or longer if your company is in administration).

The form AA01 must be received at Companies House within the delivery time of the accounting period if you wish to change the date and you cannot change it if the accounts are already overdue.

Basic delivery times for filing accounts:

 Deadline for first accounts (if covering a period of 12 months or more)
Private company/Limited Liability Partnership 21 months from the date of incorporation*
Public Limited Company 18 months from the date of incorporation*
 Normal deadline (after your first year)
Private company/Limited Liability Partnership 9 months after the end of the accounting period*
Public Limited Company 6 months after the end of the accounting period*
*or 3 months from the accounting reference date (ARD), whichever is longer.

 

It is important to note that changing the accounting reference date will also change the filing deadline date, unless the first financial year is being lengthened.  This can be particularly noticeable for shortened accounting periods where the deadline may be unexpectedly brought forward because the filing date becomes 9 months after the end of the new accounting period, or 3 months after the date the change was made, whichever comes later.

We always recommend that you send your accounting records to us well before the company accounts delivery date as this enables us to prepare your accounts in time to meet the filing deadline and avoid penalties. 

What should I do if I am unsure?

The above guide is only a summary, so please contact us on 0116 2423400 if you would like any further advice and remember, you can always check your accounting reference.

Beth Judd, Accounts & Tax 

When is a van not a van?

It’s not important whether the vehicle is a van. What’s important is that it’s not a car.

For VAT purposes it will be a car if:

It is of a kind normally used on public roads, has three or more wheels and either:

  • is constructed or adapted for carrying passengers; or
  • has roofed and windowed accommodation behind the driver.

Excluding:

  • Vehicles capable of accommodating only one person;
  • Vehicles with a gross weight of at least three tonnes;
  • Vehicles with a payload of at least one tonne;
  • Minibuses (for 12 or more people);
  • Caravans;
  • Ambulances, prison vans and other special purpose vehicles.

For P11D/capital allowances purposes it will be a car if:

It is a mechanically propelled road vehicle, which is not:

  • a goods vehicle (of a construction primarily suited to the conveyance of goods or burden of any description);
  • a motorcycle (fewer than four wheels and an unladen weight of no more than 425Kg);
  • an invalid carriage (specifically designed for disabled use and an unladen weight of no more than 254Kg); or
  • a vehicle of a type not commonly used as a private vehicle and unsuitable for such use.

People (at least living ones) aren’t goods or a ‘burden of any description’, so anything with seats in the back (other than a double cab pick-up type vehicle with a one tonne+ payload) is likely to be regarded as a car for direct tax purposes.

Anything with seats in the back and/or roofed and windowed accommodation behind the driver (other than a double cab pickup with a one tonne+ payload) is likely to also be a car for VAT purposes.

For clarification use the link below.

http://www.hmrc.gov.uk/manuals/eimanual/eim23110.html  

If you would like to discuss any of this further then please contact us 0116 2423400

Linda Plumb, Credit Control

 

Hot Topic Making Tax Digital for Business

The government have issued information on how Making Tax Digital for Business (MTDfB) is expected to work for VAT once the rules are introduced in April 2019.

Under the proposed rules, which have been issued subject to consultation, VAT registered businesses with turnover over the VAT registration threshold will be required to submit their VAT return digitally using software. Businesses with a turnover above the VAT threshold (currently £85,000) will have to:

  • keep their records digitally (for VAT purposes only) and
  • provide their VAT return information to HMRC through Making Tax Digital (MTD) functional compatible software.

It has also been confirmed that MTD will be available on a voluntary basis to other businesses, for both VAT and income tax.

Exemptions will be available where HMRC are satisfied the business is run by a practising member of a religious society or order whose beliefs are incompatible with the use of electronic communications, some insolvent businesses; or where HMRC are satisfied that it is not reasonably practicable to make a return using an electronic return system for reasons of disability, age, remoteness of location or any other reason.

The proposed rules include provisions that where a business is in scope for MTD the business must use functional compatible software to meet the new requirements. This software will either be a software program or set of compatible software programs which can connect to HMRC systems via an Application Programming Interface (API). The functions of the compatible software include:

  • keeping records in a specified digital form
  • preserving digital records in a specified digital form
  • creating a VAT return from the digital records and providing HMRC with this information digitally
  • providing HMRC with VAT data on a voluntary basis and
  • receiving information from HMRC via the API platform that the business has complied.

Businesses will need to preserve digital records in the software for up to six years. The digital records include:

  • ‘designatory data’ including the business name, principal place of business and VAT registration number together with information about which VAT accounting schemes they use
  • the VAT account that each VAT registered business must keep, by law, and
  • information about supplies made and received.

Further information on the required information can be found in Annex 1.

The government will make the final detailed requirements available to the software providers by April 2018 to allow time for the software to be developed and tested prior to the rules coming into effect from April 2019.

VAT returns

Businesses within the scope of MTD for VAT will be required to submit their VAT returns using their functional compatible software.

The information contained with the VAT return will be generated by pulling information from the digital records. This information will contain as a minimum the 9 boxes required for the completion of the VAT return but can also contain a specific data set of supplementary information, all of which will be pulled from the digital records.

Businesses submitting monthly or non-standard period returns will be able to continue to do so. The VAT annual accounting scheme will also be retained with the current conditions. Businesses making these types of returns will also be required to keep digital records and submit their VAT returns through software.

Under the new rules some businesses may choose to voluntarily provide further information:

Periodic updates
Businesses will be able to submit VAT information more frequently than their VAT return obligations require on a voluntary basis as a ‘voluntary update’.
Supplementary data
HMRC believes that businesses and HMRC could benefit from the submission of supplementary data detailing how the figures in the return are arrived at. HMRC believe this additional data will help them target non compliance. The software will allow for the voluntary submission of supplementary VAT data as part of a VAT return or a voluntary update. This will allow HMRC to test with businesses the extent to which they and HMRC can benefit from such supplementary data.

Timescale

VAT is the first tax to be reportable under MTD and businesses within the scope of MTD will need to keep their records digitally, using approved MTD functional compatible software, from 1 April 2019. The software will create the return from the digital records and this will need to be submitted under MTD for return periods starting on or after 1 April 2019.

We will keep you informed of developments in this area and ensure we are ready to deal with the new requirements. Please contact us for more information 0116 2423400

Have you got a moment?

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Have you got a moment?

Do you dread hearing that in your office or, in fact, anywhere?

It invariably means that your plans have just been scuppered and that you will know have to spend a chunk of time looking at something completely different.

Exactly how long is a moment?

I guess I’ve always thought of it as being about 30 seconds but, if you’re looking for a proper definition, my dictionary simply gives it as “a brief period of time”.

It goes on to expand a little and ends with “momentous – of great importance” which implies anything but brief!

It seems from my quick research that in the Middle Ages they had a different concept of time measurement and that a moment would be equal to 90 seconds nowadays.

How should you respond to the initial question?

Clearly it depends who is asking!

My favoured response, used with care, would be something like “Yes – I’ll be with you dreckly!”

OK, so what does that mean?

“Dreckly” is a slang word in common usage in Cornwall.  It would appear to derive from “directly”, which would of course imply an immediate response.  However, in practice it has a meaning accepted to be “at some indeterminate point in the future”.

Now it crosses my mind that everyone has a different view on how many is a few … perhaps I’ll look into that another day.

Neil Ford, Technical Manager

Changes to information requirements about people with significant control

In 2016 UK companies and UK limited liability partnerships (LLPs) were required to keep a register of people with significant control (PSC register) and to file relevant information at Companies House.

New rules have now been introduced as part of the UK’s programme implementing the EU Fourth Anti-Money Laundering Directive and tackling money laundering and the financing of terrorist activity. Effectively, businesses are required to help police the system – in this case by supplying information about people with significant control (PSCs).

The new rules potentially affect companies and LLPs. There are also changes for Scottish limited partnerships and certain Scottish general partnerships (collectively referred to as ‘eligible Scottish partnerships’).

Most of these changes come into force from 26 June 2017, with some coming into force from 24 July 2017.

Overview of changes

There are three main areas of change:

  • how companies and LLPs report PSC information to Companies House
  • changes to exemptions
  • bringing some partnerships governed by the law of Scotland into the regime.

There is information on each of these areas of change below.

Changes in reporting

There are new timescales and new forms. Previously, PSC information was updated annually on confirmation statement CS01. Change is now event-driven and must be reported to Companies House whenever it occurs. It can no longer wait until the end of the year.

From now on, companies will need to use forms PSC01 to PSC09. LLPs and eligible Scottish partnerships will use an equivalent range of forms.

When the annual confirmation statement is made, confirmation will be required that PSC information which Companies House already holds is accurate.

There are 14 days to update the PSC register, and another 14 days to send the information to Companies House. That gives 28 days to notify Companies House of changes to the PSC register.

Exemptions

Under the old rules, some companies were exempt from the PSC rules. These were DTR5 companies which are not on a regulated market.

Under the new rules, such companies may have to comply. This could affect Alternative Investment Market companies (AIM) and ISDX (ICAP Securities and Derivatives Exchange) companies.

If the company has traded on an EEA or Schedule 1 specified market, it is still exempt from providing PSC information.

Partnerships governed by Scots law

The new rules apply a modified form of the PSC regime to limited partnerships governed by the law of Scotland and also to qualifying general partnerships governed by the law of Scotland. A qualifying general partnership is a partnership in which all partners are corporate bodies.

These partnerships do not have to keep their own PSC register, but do now have to report PSC information to Companies House. They have to identify their PSCs and return this information to Companies House within 14 days of 24 July 2017.

Any further changes to PSC information must be notified to Companies House within 14 days of the change.

Confirmation that details are still current and accurate will be required annually.

Is further guidance available?

The Department of Business, Energy and Industrial Strategy has updated its guidance on the PSC register. There is draft statutory guidance on what ‘significant influence or control’ means for eligible Scottish partnerships, and guidance for people with significant control.

All the guidance can be obtained from www.gov.uk/government/organisations/companies-house.

How can we help?

This is a complex area, especially if you are coming into the regime for the first time. It can also be a risky area, as failure to comply with the rules could lead to the business, its directors or partners, or identified PSCs committing a criminal offence.

If you would like to discuss these new requirements in more detail, or require assistance with this or other company secretarial requirement please contact us on 0116 2423400

Mike Waterfield

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Thinking of an Upgrade?

If the seemingly endless adverts are to be believed then if you subscribe to online bookkeeping software such as QuickBooks or Xero then your bookkeeping will become effortless, will probably be done in a coffee shop or on the go and will leave your accountant kissing an iPad with glee.

Whilst new software isn’t going to change your life, there is a lot to be said for having access to your records from any laptop/tablet/phone and from anywhere with a decent internet connection.

Online bookkeeping software allows you to send invoices and quotes to potential customers from your phone, enter purchase invoices from the sofa and even have bank transactions feed directly from your bank into the software to reduce the time taken to reconcile your bank.

The software can often be used by multiple users simultaneously, are compatible with Windows, Apple & Android operating systems and have a range of add-ons to allow data to be linked with third party software such as GoCardless or iZettle.

Cloud based software is constantly backed-up and saved by the software provider, and you can grant us direct access so there is no more need for taking and sending over backups. The software is constantly updated too so there’s no need to upgrade every few years.

If you’d like to discuss the packages available for your bookkeeping needs, or if you’re a Sage user and looking to upgrade to one of their subscription based products, please contact us and we can find the best option for you – we might even be able to obtain a lower subscription cost compared to going direct.

 

Matt Smith, Accounts Audit & Tax  

0116 24243400

Tax Calendar

The following Tax Events are due on 19th July 2017:

Business Tax Events

PAYE quarterly payments are due for small employers for the pay periods 6th April 2017 to 5th July 2017.

This deadline is relevant to small employers and contractors only. As a small employer with income tax, national insurance and student loan deductions of less than £1,500 a month you are required to make payment to HMRC of the income tax, national insurance and student loan deductions on a quarterly basis.

Where the payment is made electronically the deadline for receipt of cleared payment is Friday 21st July 2017 unless you are able to arrange a ‘Faster Payment’ to clear on or by Saturday 22nd July. In year interest will be charged if payment is made late. Penalties also apply.

PAYE Student loan and CIS deductions due for the month to 5th July 2017.

This deadline is relevant to employers who have made PAYE deductions from their employees’ salaries and to contractors who have paid subcontractors under the CIS.

Employers are required to make payment to HMRC of the income tax, national insurance and student loan deductions. Contractors are required to make payment to HMRC of the tax deductions made from subcontractors under the CIS.  

Where the payment is made electronically the deadline for receipt of cleared payment is Friday 21st July 2017 unless you are able to arrange a ‘Faster Payment’ to clear on or by Saturday 22nd July. In year interest will be charged if payment is made late. Penalties also apply.

Class 1A NIC due for 2016/17.

This deadline is relevant for employers who have provided their employees with benefits for 2016/17. These benefits should have been reported by the 6th July and the amount of the Class 1A employer only NI liability due calculated on the form P11D(b).

Where the payment is made electronically the deadline for receipt of cleared payment is Friday 21st July 2017 unless you are able to arrange a ‘Faster Payment’ to clear on or by Saturday 22nd July. Interest will be charged if payment is made late. Penalties may also apply. 

We have a Tax Calendar on our website so you never miss a deadline to see future deadlines please visit our calendar  https://www.torrwaterfield.co.uk/resources/tax-calendar 

COMMUNITY INTEREST COMPANIES (CIC) – DID YOU KNOW?

A CIC is the usual legal entity for operators of a social enterprise that is non-charitable.

A CIC can be set up as a normal company ie as a company limited by shares or a company limited by guarantee.

A CIC enjoys the benefit of limited liability.

A CIC must undertake an activity that fulfils a social purpose.

A CIC is allowed to pay a salary to its directors.

Paid directors are allowed to be members of the Board.

A CIC can issue loans and bonds but there may be restrictions on the amount of interest that it may pay.

A CIC can issue shares but there are restrictions on their disposal and the amount of any dividends it may pay.

Assets of a CIC may only be disposed of at open market value and the proceeds used for community purposes.

If a CIC is wound up its assets must be transferred to another body with the same restriction on asset disposal.

A CIC is covered by the same tax regime as a normal company.

A CIC is required to file its accounts at Companies House each year.

A CIC is required to file a separate report at Companies House each year detailing aspects of its activities.

If you consider we may be able to assist with the operation of your CIC or in your decision as to whether a CIC would be appropriate for you please contact us. 0116 2423400 

Richard Jeffreys, Senior Audit Manager 

National Living/Minimum Wage Changes from 1 April 2017

From 1 April 2017 the National Living/Minimum Wage rates will increase as follows:

  • £7.50 an hour for workers aged 25 and over – previously £7.20
  • £7.05 an hour for workers aged 21 to 24  – previously £6.95
  • £5.60 an hour for workers aged 18 to 20 – previously £5.55
  • £4.05 an hour for workers aged 16 to 17 – previously £4.00
  • £3.50 an hour for apprentices under 19 or in their first year – previously £3.40

If you are paying any employees with reference to the National Living/Minimum Wage you will need to amend the hourly rates accordingly.

If you have any questions on the above, please do not hesitate to contact us 

 

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