Company deregistration and liquidation in the UAE is a formal process governed by both federal and local laws. Businesses that stop operations without completing the proper company liquidation in Dubai or other Emirates may face legal issues, unresolved liabilities, and heavy penalties. Whether you need to close a business in the UAE Mainland such as in Dubai or Abu Dhabi or wind down operations in a Free Zone like DMCC, JAFZA, or RAKEZ, following the correct procedure is essential.
Normally the company liquidation includes steps such as business license cancellation in the UAE, debt clearance, employee settlements, and the final deregistration of the company. Our team provides end-to-end support with Dubai company closure services, including LLC liquidation in Dubai & the other Emirates, assistance to close free zone companies in the UAE, and solutions to liquidate mainland companies in Dubai. We handle the entire company liquidation process in the UAE, ensuring your business wind-up is legally compliant and completed on time.
A business may decide to close down for many reasons:
Whatever the reason, the closure must be done legally. Allowing a licence to expire can result in unpaid fines, penalties and blacklisting of owners.
Deregistration is an administrative procedure introduced by many licensing authorities to cancel a business licence quickly. It is not explicitly defined by federal law, but is popular because it is faster and less onerous than liquidation. Deregistration requires a resolution to cancel the licence, clearance certificates from utilities/other authorities and cancellation of the Memorandum of Association. Once the authority receives the application and fees, it issues a certificate confirming deregistration.
Liquidation is the formal insolvency procedure set out in Federal Law No. 2 of 2015 (Commercial Companies Law) and Federal Decree‑Law No. 32 of 2021. It applies when a company is dissolved and its assets sold to pay liabilities and distribute any surplus to shareholders. Liquidation may be:
Deregistration can be used for simple LLCs with no debts, but it does not release directors from liabilities to creditors because no liquidator is appointed and creditors are not notified. Liquidation, while more expensive and time‑consuming, protects shareholders by having a registered liquidator notify creditors, prepare a liquidation report and publish notices.
Liquidation is the formal insolvency procedure set out in Federal Law No. 2 of 2015 (Commercial Companies Law) and Federal Decree‑Law No. 32 of 2021. It applies when a company is dissolved and its assets sold to pay liabilities and distribute any surplus to shareholders. Liquidation may be:
Deregistration can be used for simple LLCs with no debts, but it does not release directors from liabilities to creditors because no liquidator is appointed and creditors are not notified. Liquidation, while more expensive and time‑consuming, protects shareholders by having a registered liquidator notify creditors, prepare a liquidation report and publish notices.
The legal basis for company liquidation depends on the jurisdiction and company type.
If an LLC’s memorandum is silent on liquidation, the process is governed by Federal Decree‑Law No. 32 of 2021 on Commercial Companies and the UAE Bankruptcy Law (Federal Decree‑Law No. 51 of 2023).
Mainland companies must obtain clearance from multiple authorities: Department of Economy and Tourism (DET)/Department of Economic Development (DED), Ministry of Human Resources and Emiratisation (MOHRE), the relevant water and electricity authority, and the Immigration/Labour departments u.ae.
For LLCs, general partnerships and joint‑stock companies, a liquidator must be appointed.
Each free zone has its own regulations. Many do not require a liquidator unless stipulated by that free zone’s authority. However, businesses must still obtain No Objection Certificates (NOCs) from utilities and government departments and cancel employees’ visas and bank accounts.
Some free zones, such as Dubai Multi Commodities Centre (DMCC) or Jebel Ali Free Zone (JAFZA), require a notice of liquidation and clearance certificates. Always consult the specific authority.
Offshore companies (e.g., Ras Al Khaimah International Corporate Centre) follow streamlined procedures. A board resolution, agent’s NOC and submission to the offshore authority are generally required.
Liquidator not required. Submit deregistration application to the Department of Economic Development (DED) and obtain clearance from MOHRE, immigration, utilities, and landlord. Cancel all permits and visas.
Liquidator required. A licensed liquidator is appointed to conduct the winding-up process, publish notices, and prepare final reports.
Liquidator required. Shareholders pass a resolution; the appointed liquidator sells assets, settles outstanding debts, and submits reports to relevant authorities.
Liquidator required. Must comply with shareholders’ resolutions and ensure appointment of a liquidator and public notice publication.
Initiated by shareholders or board members when the company is solvent. Common reasons include project completion, strategic shifts, or exiting the UAE market.
Ordered by the court when a company becomes insolvent or fails to meet its financial obligations. May be triggered by creditor petitions, regulatory violations, or bankruptcy.
In free zones and offshore jurisdictions, voluntary liquidation is typically sufficient. Compulsory liquidation is more common in mainland companies and may involve the local courts or DIFC Courts within Dubai International Financial Centre.
A formal two-stage process governed by the UAE Commercial Companies Law and managed by the economic department of the respective emirate (e.g., Dubai DET). Appointing a licensed liquidator is mandatory for LLCs.
Each free zone has its own specific deregistration regulations. While the overall approach is similar, the process, fees, timelines, and required documentation vary across free zones such as DMCC, JAFZA, DAFZA, and SHAMS.
An administrative process to remove the company from the registry. Suitable for companies with no liabilities or assets. Generally involves board resolutions and agent clearance.
Shareholders must approve the deregistration and formally cancel the Memorandum of Association (MOA).
Obtain No Objection Certificates (NOCs) from utilities, telecom providers, Emirates Post, and any relevant regulators.
File the application with the appropriate licensing authority—such as the Department of Economic Development (DED), free zone authority, or offshore regulator—along with the applicable fees.
Once approved, the authority issues a certificate confirming that the business license has been officially cancelled.
Since deregistration does not involve appointing a liquidator or notifying creditors, company managers and shareholders may remain liable for any unpaid obligations. Therefore, all outstanding debts and liabilities should be fully cleared before opting for deregistration.
| Aspect | Mainland UAE | Free Zone | DIFC (Dubai International Financial Centre) |
|---|---|---|---|
| Governing law | Federal Commercial Companies Law & Bankruptcy Law | Free zone authority regulations | DIFC Companies Law 2018 & DIFC Insolvency Law 2019 |
| Liquidator required? | Yes for LLCs, partnerships and joint‑stock companies | Often not mandatory | Yes – a DIFC‑approved liquidator must be appointed |
| Notice period | 45 days in two newspapers | Varies – often via free zone portal with shorter notice | Notice to creditors & public advertisement through DIFC Authority |
| Administrative fees | DET and MOHRE fees typically ≥ AED 5,000 | Depends on free zone (often lower) | No administrative fee; USD 100 for liquidator appointment confirmation |
| Timeline | ~2 months, depending on speed of document preparation | Varies by free zone – often faster | Depends on DIFC Authority review – requires online request after completing liquidator’s tasks |
A liquidator is a registered agent or firm, usually an accountancy or audit firm, appointed to wind up the company. Their duties include:
A liquidator may be appointed by shareholders (voluntary liquidation) or by the court (compulsory liquidation). In the DIFC, the liquidator must possess an accountant registration certificate and cannot have audited the company’s accounts within the previous five years.
Liquidating a company in the UAE is a complex process. Engaging a professional Corporate Service Provider can be invaluable, especially for foreign owners who may be unfamiliar with local procedures. As best Corporate Service provider we assist with every step, from drafting resolutions and appointing liquidators to obtaining all necessary clearances and deregistering for VAT, ESR, and UBO regulations.
When choosing a service provider, you should consider the following:
Requires an application via the DMCC portal and the appointment of a DMCC-approved auditor. The public notice period is shorter (14 days). Clearance from DMCC’s internal departments is mandatory.
Requires submission through the Dubai Trade Portal. A formal liquidation report is mandatory for FZE/FZCOs. Clearances from JAFZA, Dubai Customs, and DEWA are critical. De-registration fees are approximately AED 6,500 for an FZE/FZCO.
A streamlined but strict process requiring clearances from DAFZA’s internal departments and a final audit report.
| Our Strength | What You Gain |
|---|---|
| ✅ Liquidation & Deregistration Expertise | Full guidance across all UAE jurisdictions — mainland, free zone & offshore |
| ✅ ESR & UBO Compliance | Assistance with ESR notifications and UBO register submissions during closure |
| ✅ Coordination with All Authorities | We handle DET, MOHRE, FTA, GDRFA, utility, bank and customs clearances |
| ✅ Transparent Closure Timeline | Realistic, milestone-based liquidation schedules and fee structures |
| ✅ ISO-Compliant Liquidator Network | Registered and experienced liquidation professionals across the UAE |
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