What Is Corporate Tax Deregistration in UAE?

Corporate tax deregistration in the UAE is the official process of cancelling a company’s registration with the Federal Tax Authority (FTA) when it has stopped operations, merged, liquidated, or otherwise ceased to meet UAE corporate tax requirements.

Unlike just ending business activity, deregistration is a mandatory and regulated procedure. You remain liable for tax reporting and payments until the FTA approves and confirms your deregistration.

If you skip or delay deregistering, the FTA continues to view your entity as active for tax purposes. Thus, this means you must keep filing returns and can face late penalties and even legal action for missed deadlines, even if you did not conduct any business.

Corporate Tax Deregistration Process Overview

Step	Actions Required	Responsible Party
File final corporate tax return	Up to cessation/sale/liquidation date	Taxable person
Settle all dues and penalties	Pay via EmaraTax/Fawateer service	Taxable person
Gather required documents	Trade license cancellation, proof of closure, NOC	Taxable person
Submit application on EmaraTax	Fill details, upload docs, choose reason	Taxable person
FTA review	Requests extra info if needed	FTA
Approval & tax clearance issued	Certificate of deregistration	FTA
Keep records for 7 years	Store all returns, payments, approvals	Taxable person

UAE Corporate Tax Law: Framework for Deregistration

The UAE’s Federal Decree-Law No. 47 of 2022 regulates corporate tax for businesses from 2023 onwards. It outlines who must register, pay, and report, as well as who and how to deregister.

Who is covered:

• Companies incorporated in UAE (mainland and free zones), branches of foreign businesses, and natural persons (like sole proprietors/freelancers) conducting regular business.
• Exempt entities: qualifying investment funds, certain government entities, pension/public benefit entities, etc.

Corporate tax rate:

• 0% on taxable income up to AED 375,000.
• 9% on taxable income above AED 375,000 (as confirmed by Cabinet Decision No. 116 of 2022).

Tax registration and deregistration:

All taxable businesses and persons must register and, when closing or restructuring, apply for official deregistration as per Article 52.

When and Why Is Corporate Tax Deregistration Required?

You must seek deregistration from the FTA if:

• Your business permanently ceases operations in the UAE (mainland or free zones).
• Company enters liquidation or bankruptcy (dissolution).
• Merger or full acquisition: Company is merged or acquired and ceases individual legal existence.
• Re-domiciliation: Business moves its legal location out of the UAE.
• Sale of business: Ownership is transferred so that the original entity ceases operation.
• Any other event that ends the company’s taxable obligations under UAE law.

Even if your business closes, you must formally apply; deregistration is not automatic.

Eligibility Criteria for Corporate Tax Deregistration

The FTA Decision No. 6 of 2023 sets the timeline and eligibility conditions:

• Cessation: Business has permanently stopped operations or business activity.
• Sale: Business entity sold/transferred and old owner must deregister.
• Merger/Acquisition: Entity merging or being acquired must deregister.
• Re-domiciliation: Company re-domiciles out of the UAE.
• Any other reason: As per law and regulatory guidance.

The entity must:

• File all required corporate tax returns (including a final return up to the date of closure).
• Pay any outstanding corporate tax dues and administrative penalties.
• Clear all obligations (e.g., VAT, if applicable).

EmaraTax Platform Deregistration: Step-By-Step Process

The FTA’s EmaraTax portal is the central system for all corporate tax activities, including deregistration. Here are the steps:

1: Prepare Compliance

• Ensure all tax returns are filed, including the last (final) return up to the cessation/sale/liquidation date.
• Pay all due taxes and any penalties/interest.
• Ensure all business licenses are canceled as necessary.

2: Log into EmaraTax

Access the FTA portal (https://eservices.tax.gov.ae/) with your registered credentials or UAE Pass.

3: Start the Deregistration Application

• On the dashboard, select your entity under “Taxable Persons.”
• Go to the Corporate Tax tile and click “Actions,” then select “Deregister.”

4: Complete the Online Application

Fill out the required information:

• Date of cessation of business/activity
• Reason for deregistration (select from dropdown: cessation, sale, merger, etc.)
• Attach proof (liquidation certificate, sale agreement, merger documentation, etc.)

5: Buyer/Transferee Section (For Business Sale Cases)

• If business is transferred, fill in buyer/transferee details.

6: Review & Declaration

• Confirm the accuracy of entered information.
• Tick declaration and “Submit.”

7: Await FTA Review

• The FTA processes the application, may ask for further information or documents, and issues a reference number for tracking.

8: Application Decision

• On approval, a deregistration certificate (tax clearance) is issued, confirming the end of corporate tax obligations.

FTA Timeframe:

30 business days for initial review, possibly extended by 30 more days if additional information is required.

Corporate Tax Deregistration Timeline and Deadlines

Entity Type	Trigger Event	Application Deadline
Natural Person	Date business ceases activity	Within 3 months
Juridical Person	Date entity ceases to exist (liquidation, dissolution, merger, sale, etc.)	Within 3 months

Source: FTA Decision No. 6 of 2023

Important: If the FTA requests more info and you do not respond within 60 calendar days, the application may be rejected.

Required Documents for Corporate Tax Deregistration

The documents you need depend on the reason for deregistration, but at minimum, you will provide:

• Proof of cessation (for example, trade license cancellation, liquidation letter, merger contract, sale agreement, etc.)
• Final audited financial statements for the closing period.
• Tax clearance certificate request, showing all tax returns and payments are up to date.
• No Objection Certificate (NOC) from relevant authorities (see below for NOC details).
• Board resolution (if required by company procedures).
• Proof of VAT deregistration (if the business was VAT-registered).

Formats: PDF, JPG, PNG, JPEG, XLSX — file size up to 5 MB each.

No Objection Certificate (NOC) Requirements

NOC is needed to show:

• All tax liabilities and administrative penalties have been cleared.
• The business is no longer trading and has settled all accounts.

The FTA may require an NOC from the following, depending on case:

• Free zone authorities (for free zone companies)
• Department of Economic Development (DED) in the relevant emirate
• Other licensing/industry regulators

Remember: The FTA will not approve deregistration if NOC is missing or if there are unpaid liabilities.

Penalties and Fines for Late Deregistration

Penalties for missing the deadline are set by Cabinet Decision No. 75 of 2023 and FTA guidance:

• AED 1,000 for failing to apply for tax deregistration within 3 months of cessation, dissolution, or liquidation.
• AED 1,000 extra on the same date each following month of delay, up to a max of AED 10,000.

Other consequences:

• Continued responsibility to file tax returns, even if your company is not active.
• Ongoing accrual of interest on any outstanding tax dues.
• Delay in business closure (liquidators and stakeholders cannot complete winding up without FTA clearance).
• Possible legal action for severe non-compliance.

Special Cases: Merger, Liquidation, and Restructuring

These situations require careful handling as special rules may apply:

• Merger: The surviving (receiving) entity must ensure registration; the disappearing entity must deregister.
• Liquidation: All business activity and tax returns must be finalized before deregistration.
• Restructuring (such as conversion to new legal form): The old entity must deregister, and the new entity must register (if applicable).

Important Tax Law Points:

• The deregistration date for a merger is the date the entity ceased to exist in official records.
• Final returns must cover the full period until cessation.
• All restructuring and asset transfers must follow anti-abuse and group relief provisions. Consult experts for compliance if a reorganization is complex.

Post-Deregistration Compliance Steps

After approval, businesses must:

1. Retain tax and accounting records for a minimum of 7 years from the end of the final tax period, as required by Article 56 of the federal tax law.
2. Inform banks, business partners, and other stakeholders about the change.
3. Complete VAT deregistration (if applicable), file final VAT returns, and pay any VAT dues.
4. Settle all creditor claims before final company closure.
5. Initiate refund process for any excess tax credit, if balance with the FTA is positive.
6. Monitor for any final tax authority queries or audits.

Corporate Tax Deregistration vs. VAT Deregistration

Feature	Corporate Tax Deregistration	VAT Deregistration
Governing Law	Federal Decree-Law No. 47/2022	Federal Decree-Law No. 8/2017
Authority	FTA	FTA
Trigger Events	Cessation, merger, sale, re-domiciliation, etc.	Cessation, turnover below threshold, etc.
Timeframes	Apply within 3 months	Apply within 20 business days
Final Return	Corporate tax up to cessation	VAT up to deregistration
Penalties	AED 1,000/month of delay, up to AED 10,000	AED 1,000/month of delay, up to AED 10,000
Portal	EmaraTax	EmaraTax

Differences: VAT deregistration has a shorter deadline (20 working days), but both require that all prior returns are filed and liabilities settled.

Best Practices for Smooth Corporate Tax Deregistration

• Start Early: Begin planning for deregistration as soon as you decide to cease or restructure. Do not wait for the final weeks.
• Engage qualified tax professionals: Complex cases like mergers and group closures may need expert support for compliance and paperwork.
• Check and file all outstanding returns: Even if there is zero income/activity in the final period, you must file a return.
• Settle all tax dues and penalties before submitting the application.
• Secure all supporting documentation: Keep digital copies ready for upload, including board resolutions and closure proofs.
• Monitor your EmaraTax dashboard: Respond swiftly to any FTA requests for clarification or more info.
• Complete VAT obligations separately: VAT deregistration is a distinct application/process. Do not assume corporate tax deregistration will cancel VAT automatically.
• Keep records organized: You may be audited after cessation, and the FTA can ask for retrospective documents for 7 years.
• Inform all stakeholders: Especially banks, suppliers, and (if in a free zone) the relevant regulator.

Final Words About Corporate Tax Deregistration in UAE

The most common mistake we see is businesses assuming that closing a license ends their responsibility to the FTA. Even big companies risk steep fines by skipping the formal process.

The important thing is planning; always file all outstanding returns, pay dues, and keep documents organized before you apply for deregistration.

If you have complex cases like mergers or liquidation, especially with group entities or cross-border structures, speak to a UAE tax consultant. We can help avoid costly errors and delays.

Finally, keep your deregistration certificate and supporting papers safe for at least seven years; you never know when you will need them for bank clearance, free zone exit, or setting up future ventures.

FAQs: Corporate Tax Deregistration in UAE

What if I miss the three-month deadline for deregistration?

You will face a penalty:

• AED 1,000 for the first missed month.
• An additional AED 1,000 for every subsequent month late.
• Max penalty capped at AED 10,000

Do I need to file all previous tax returns before deregistration?

Yes. All corporate tax returns (including the final one up to closure) must be filed, and all dues settled. The FTA will not approve your application if returns or payments are missing.

What happens if my company is in liquidation?

Your liquidator must ensure all tax obligations (returns, payments) are met before applying for deregistration. You may need to provide liquidation documents and settlement statements.

Can I deregister corporate tax and VAT at the same time?

No. These are separate processes; complete VAT deregistration (with all final VAT returns) in addition to corporate tax deregistration, each via EmaraTax.

Does deregistration happen automatically with trade license cancellation?

No. Ceasing the business or not renewing your trade license does not cancel tax obligations. You must formally apply to the FTA for deregistration, or you’ll continue to accrue penalties.

How long does the FTA take to approve deregistration?

Usually up to 30 business days. If the FTA requests more information and you do not respond within 60 calendar days, your application may be rejected.

Do I need to keep records after deregistration?

Yes. All tax and accounting records must be retained for at least seven (7) years from the end of the last tax period.