On this page 11 sections
- How company liquidation in Dubai works
- Phase 1: the shareholder resolution and the liquidator
- Phase 2: the liquidation report and trade licence cancellation
- Documents required, by legal form
- Company liquidation cost in Dubai
- If your trade licence expired more than two years ago
- VAT and corporate tax deregistration
- The order to close things in
- What goes wrong
- Frequently asked questions
- Sources
Company liquidation in Dubai is not a single filing. It runs in two phases separated by a mandatory 45-day window in which creditors can come forward, and the trade licence is cancelled last, not first. This guide sets out the official process for a Dubai mainland company, what it costs, which documents your legal form requires, and the tax deregistration that has to happen alongside it.
Every requirement and figure below comes from the Dubai Government business portal and from UAE tax legislation. Sources are listed at the end.
How company liquidation in Dubai works
You cannot close a Dubai mainland company on your own. The law requires the shareholders to resolve on the liquidation and to appoint a liquidator, and that liquidator must be a registered auditor. Only after the liquidator has completed their work, and creditors have had their window to file claims, can the trade licence be cancelled.
| Phase 1: dissolution | Phase 2: deregistration | |
|---|---|---|
| What happens | Shareholders resolve to liquidate, a liquidator is appointed, the notice is published | The creditor window closes, the final report is filed, the licence is cancelled |
| Key document | Notarised minutes of the General Assembly | Liquidator’s final report and the original newspaper |
| Official fee | AED 520 for the dissolution certificate | Covered by the licence cancellation |
| Waiting time | 45 days for creditor claims | None |
| Ends with | Certificate of dissolution and liquidator appointment | Trade licence cancelled permanently |
Prior to cancellation, you must complete other cancellations with local and federal government entities.
Invest in Dubai, Request for cancellation of trade licence
Phase 1: the shareholder resolution and the liquidator
Phase 1 produces the paperwork that formally opens the liquidation. Four things are required.
- Notarised minutes of the General Assembly meeting confirming the company liquidation and appointing the liquidator. The liquidator has to be named in the minutes.
- A letter from the liquidator accepting the appointment, with their documents attached: a copy of their licence, their auditor registration certificate, and a notarised signature specimen.
- Payment of AED 520 for the certificate of the company’s dissolution and liquidator appointment, subject to the legal advisor’s approval.
- Announcement of the liquidation in two Arabic local newspapers, published for one day only, giving debtors 45 days to submit their claims.
Announcement of liquidation in two Arabic local newspapers for one day only, allowing debtors 45 days to submit their claims.
Invest in Dubai
The 45 days are not a formality and they cannot be shortened. The window exists so that anyone the company owes money to can come forward. If a claim arrives inside it, the claim has to be settled before the company can be struck off.
Phase 2: the liquidation report and trade licence cancellation
Once 45 days have passed without objection, you assemble the closing pack.
- The original newspaper in which the announcement was published, together with the company’s final report.
- A declaration letter from the liquidator and the partners stating that no objections were received from any other party within 45 days from the date of the announcement.
- Cancellation of labour cards through the Ministry of Human Resources and Emiratisation (MOHRE).
- A copy of the General Assembly minutes and a copy of the certificate of dissolution.
With that submitted, the trade licence is cancelled permanently. This is the point at which the company stops existing, and it is also the point after which no further renewal fees or fines accrue against it.
Documents required, by legal form
Dubai does not run one procedure for every entity. What you file depends on how the company is structured.
| Legal form | What is specifically required |
|---|---|
| Sole proprietorship | Cancellation of labour cards through MOHRE |
| Civil company | Cancellation of labour cards through MOHRE, plus a duly notarised partnership termination contract |
| Commercial company (all legal forms) | The full two-phase procedure above |
| Branch of a foreign company | The decision to liquidate the company from the Ministry of Economy’s register; an attested Board of Directors decision to cancel the company; cancellation of labour cards |
| Branch of a local company | The decision of the Board of Directors to cancel the company; cancellation of labour cards |
| Branch of a free zone company | The decision to delete the branches of free zone companies registered with the Ministry of Economy; for companies not registered with the Ministry, an attested decision of the parent company; cancellation of labour cards |
Company liquidation cost in Dubai
Only one figure in a Dubai liquidation is a published government fee. Everything else is either a professional charge or a liability you already owed, and both vary too much to quote as a single number.
| Cost line | Amount | Who sets it |
|---|---|---|
| Certificate of dissolution and liquidator appointment | AED 520 | Dubai Government, published fee |
| Newspaper announcement in two Arabic newspapers | Varies | The newspapers |
| Liquidator’s professional fee | Varies | The appointed auditor |
| Outstanding tax, fines and penalties | Whatever is owed | FTA and licensing authority |
| Employee end-of-service settlements | Whatever is owed | UAE Labour Law |
Anyone quoting you an all-in price for closing a Dubai company is quoting their own service fee plus an estimate of the rest. Ask which part is the government fee and which part is theirs.
If your trade licence expired more than two years ago
Many owners stop renewing rather than close properly, then find years later that the entity still exists and still carries obligations. Dubai has a separate procedure for exactly this, and on the creditor side it is faster: the grace period is 15 days rather than 45.
| Normal liquidation | Licence expired 2+ years | |
|---|---|---|
| Newspaper announcement | Two Arabic local newspapers, one day | Widely circulated Arabic newspapers, one day |
| Creditor grace period | 45 days | 15 days |
| Additional undertaking | None | An undertaking by the local partner that he is liable for the company’s debts |
| Supporting evidence | None | Documents supporting the reason for cancellation, for example proof that the partner stayed outside the country for more than six months, or that the partner’s whereabouts are unknown |
An unrenewed licence does not dissolve a company. Until the file is closed the entity exists, the shareholders remain exposed, and the position gets harder to unwind rather than easier.
VAT and corporate tax deregistration
This is where closures stall. Deregistering with the Federal Tax Authority is a separate process from cancelling the licence, it has its own conditions, and it will not complete while anything is outstanding.
VAT deregistration is mandatory, not optional
A Registrant shall apply to the Authority for Tax Deregistration in any of the following cases: 1. If he stops making Taxable Supplies. 2. If the value of the Taxable Supplies made over a period of (12) consecutive months is less than the Voluntary Registration Threshold.
Federal Decree-Law No. 8 of 2017 on Value Added Tax, Article 21
Two things catch people out here.
- You cannot deregister with a debt or a missing return. The FTA will not deregister you until all tax and administrative penalties due have been paid and every return has been filed, including outstanding returns and the final return.
- Voluntary registrants are locked in for a year. Under Article 23 of the same Decree-Law, a registrant who registered voluntarily may not apply for deregistration within 12 months of the date of registration.
How long you have to file
The obligation to deregister sits in the Decree-Law, but the filing window and the late-filing penalty are set by the Executive Regulation and are amended by FTA decisions from time to time. Because that window is short and missing it carries a penalty, confirm the figure that applies to your case before you file rather than relying on a number quoted on a blog. Our consultants check the current deadline and penalty against your cessation date as part of a closure review.
Corporate tax
Corporate tax deregistration is a separate application in the same EmaraTax account, and it follows the same principle: the file has to be clean before it can be closed. Filing history and any balance are checked first, so a company that stopped trading but kept filing nothing has to catch up before it can exit.
The order to close things in
The most common and most expensive mistake is starting with the licence. The licence is the last step, because the authority checks that everything else is already closed before it will cancel.
- Shareholder resolution and liquidator appointment. Nothing else can begin until this exists in notarised form.
- Publish the liquidation notice and start the 45-day clock early, so it runs in parallel with everything below.
- Cancel employee visas and labour cards through MOHRE, settling end-of-service entitlements.
- Deregister for VAT and corporate tax with the FTA, filing the final returns and clearing any balance.
- Close utilities, telecom and the tenancy so nothing keeps billing against the entity.
- Close the corporate bank account. Banks want to see liquidation documents, so this follows the paperwork rather than preceding it.
- Submit the Phase 2 pack and cancel the trade licence.
What goes wrong
- The company was abandoned, not closed. Fines keep accruing on an unrenewed licence and the shareholders stay on the hook. This is what the expired-licence procedure exists to unwind.
- A creditor appears on day 40. The 45-day window is real, and a claim filed inside it must be resolved before the file can close.
- Tax returns were never filed. Deregistration is refused while returns are outstanding, so a dormant company has to catch up on all of them first.
- Employee settlements were skipped. Labour card cancellation runs through MOHRE, and unpaid end-of-service entitlements block it.
- The bank account was closed too early. Final tax payments and refunds need a working account.
Frequently asked questions
Can I close a Dubai company without a liquidator?
No. For a commercial company the General Assembly has to appoint a liquidator by name, and that liquidator must submit an acceptance letter together with their auditor registration certificate.
How long does company liquidation in Dubai take?
The 45-day creditor window sets the floor, and nothing shortens it. The total depends on how quickly the tax, labour and banking clearances come through and whether any creditor files a claim.
What does the government charge to liquidate a company?
The published fee for the certificate of dissolution and liquidator appointment is AED 520. Newspaper publication, the liquidator’s fee and any outstanding liabilities are separate and are not government charges.
Does the same process apply to a free zone company?
No. Each free zone authority runs its own deregistration procedure. The procedure above applies to Dubai mainland entities, and to branches of free zone companies registered with the Ministry of Economy.
What happens if I just let the trade licence lapse?
The entity continues to exist along with its liabilities. Reopening the file later is harder than closing it now, because it requires the additional undertakings and evidence set out in the expired-licence procedure.
Do I have to deregister for VAT if the company never traded?
If the company was registered for VAT, yes. Article 21 ties the obligation to being a registrant who stops making taxable supplies, not to how much was traded.
Sources
- Invest in Dubai, Dubai Government official portal, Request for cancellation of trade licence
- Dubai.ae, Dubai Government, Closing your Business
- Federal Decree-Law No. 8 of 2017 on Value Added Tax, Articles 21 to 24
- Federal Tax Authority, VAT Deregistration and Corporate Tax Deregistration service cards
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