Company liquidation in the UAE

Closing starts with one question: which register holds the company. The answer names the authority, the document list and the price, and all three differ between an emirate and a free zone.

A company set up through company registration in the UAE is closed by the authority that licensed it. Our other work here sits on the UAE page.

What has to be ready before the file opens

• A notarised resolution of the shareholders confirming the liquidation and naming the liquidator.
• A letter from the liquidator accepting the appointment, with the licence and auditor registration certificate.
• Accounts up to date: the liquidator signs an inventory of assets and liabilities on appointment.
• Employees settled and labour cards cancelled through the Ministry of Human Resources.
• A bank account still open: settlements with creditors run through it to the end.

Who runs the file depends on the register

Mainland: the economic department of the emirate

In Dubai the file runs in two phases. Phase one costs AED 520 for the certificate of dissolution and the liquidator's appointment; phase two closes after the notice period and the clearances.

Free zone: the authority that issued the licence

Each zone prices its own exit. The Dubai Multi Commodities Centre publishes AED 4,015 to wind a company up and AED 2,000 for an extra licence.

A branch of a foreign company: the Ministry of Economy

A branch is cancelled on an attested decision of the parent's board, and the liquidation decision comes off the Ministry's register.

The clocks the law sets, and the ones the emirate adds

• Every debt falls due on dissolution, and the notice to creditors has to allow them at least 30 days from its date.
• The published Dubai procedure allows debtors 45 days, and phase two cannot close before that period runs out.
• The liquidator reports to the partners every three months, and members have 21 days to collect what is due after approval.
• Corporate tax deregistration is due within three months of the liquidation; the value added tax file within 20 business days.
• In Ajman a limited liability company advertises for 45 days and a sole proprietorship for 15.

Published charges

What walking away does not end

Where an authority deregisters a company for having stopped doing business, the liability of its board members, managers, shareholders and partners survives as if it had never been dissolved. Registration can sit suspended for three years first, and then the matter goes to court.

Sources: the procedure, the AED 520 certificate and the 45 days — the UAE Government portal on closing a business on the mainland; the 30-day notice, the quarterly account, suspension and continuing liability — Articles 310, 311, 324 and 329 of Federal Decree-Law 32 of 2021; zone charges — the DMCC schedule; tax deadlines — the Federal Tax Authority.