Closing a UAE company: the two deregistration clocks nobody starts for you
Most guidance about UAE tax registration is about getting in. Almost nothing is written about getting out, which is where a quiet and entirely avoidable cost sits.
Here is the part that catches people. Cancelling your trade licence does not end your tax registrations. The licensing authority, whether that is a mainland department or a free zone, and the Federal Tax Authority are separate bodies with separate records. Nothing passes between them automatically. Your VAT registration and your corporate tax registration stay open, two clocks start on the day you cease, and no one sends a reminder.
Both clocks carry a penalty payable on zero revenue.
The two deadlines are different lengths
This is the trap. Both clocks start at the same event, but they run for different periods, so it is entirely possible to handle one correctly and be fined on the other.
| Registration | Deadline | Starts from |
|---|---|---|
| VAT | 20 business days | Licence cancelled, business wound up or liquidated, taxable supplies stopped with none expected in the next 12 months, or turnover below the voluntary threshold |
| Corporate tax | 3 months | The entity ceasing to exist, cessation of the business, dissolution, liquidation or otherwise |
VAT: Article 14(1) of the VAT Executive Regulation (Cabinet Decision No. 52 of 2017, as amended by Cabinet Decision No. 100 of 2024) requires a registrant to apply for deregistration "within 20 (twenty) Business Days of the occurrence" of any of the cases in the Decree-Law.
Corporate tax: Federal Tax Authority Decision No. 6 of 2023, Article 2, issued under Article 52(1) of Federal Decree-Law No. 47 of 2022, gives a juridical person 3 months from the date the entity ceases to exist, or from cessation of the business, dissolution, liquidation or otherwise. A natural person gets 3 months from cessation of the business or business activity.
Twenty business days is roughly four working weeks. If your licence lapsed quietly while you were deciding what to do next, that window may already be gone.
What being late actually costs
The penalty is the same shape on both registrations and it is charged monthly.
For VAT, the consolidated Cabinet Decision No. 40 of 2017 and its amendments sets the penalty for failing to submit a deregistration application within the timeframe at AED 1,000 in case of late submission of the application and on the same date monthly, up to a maximum of AED 10,000.
For corporate tax, Cabinet Decision No. 75 of 2023 and its amendments carries the identical structure for failure to submit a deregistration application within the timeframe specified in the Corporate Tax Law: AED 1,000, then monthly, capped at AED 10,000.
These are two penalties on two registrations. They stack. A late exit can cost up to AED 20,000, on a company that has stopped trading and has no income to pay it from.
The cost almost nobody mentions: VAT on what you still own
Deregistering is not only paperwork. Article 14(7) of the VAT Executive Regulation requires you to pay all tax and administrative penalties due and to file the final return. Article 14(8) goes further:
Any Goods and Services forming part of the assets of Business carried on by a Registrant shall be deemed to be supplied by him at a time immediately before his Tax deregistration.
In plain terms, the stock on your shelves, the vehicle in the company name and the equipment in the office are treated as if you sold them the moment before you deregistered, and the output VAT on them lands in that final return. A business winding down with unsold inventory can face a real VAT bill at exactly the point it assumed it was finished.
And the obligation that outlives the company
Closing does not clear your record-keeping duty. Books, tax invoices and correspondence should be kept for at least five years from the end of the financial year they relate to. The entity is gone; the ability to answer a question about it is not optional.
A clean exit, in order
- Fix the date your business actually ceased. Every clock runs from it, so write it down and keep the evidence.
- Deal with VAT first. It has the shorter window. Prepare the final return, account for the deemed supply of remaining assets, settle what is owed, and file the deregistration application within 20 business days.
- Then corporate tax. Settle outstanding returns and payments, then apply within the 3 months. The FTA will not approve a deregistration while filings are outstanding.
- Get the cancellation fee in writing before you sign anything. Cancellation and liquidation charges are rarely published up front, and they vary widely between authorities and free zones.
- Archive the records for five years. Somewhere you will still be able to reach after the accounts are closed.
Sources
- Federal Decree-Law No. 8 of 2017 on Value Added Tax, Article 21
- Cabinet Decision No. 52 of 2017, the VAT Executive Regulation, Article 14(1), 14(7) and 14(8), as amended by Cabinet Decision No. 100 of 2024
- Cabinet Decision No. 40 of 2017 on Administrative Penalties and its amendments, violation 4
- Federal Decree-Law No. 47 of 2022 on the Taxation of Corporations and Businesses, Article 52(1)
- Federal Tax Authority Decision No. 6 of 2023 on the Tax Deregistration Timeline, Article 2
- Cabinet Decision No. 75 of 2023 on Administrative Penalties and its amendments, violation 3
This guide is general information, not tax advice for your situation. Deadlines run from facts specific to your business.