Required taxable persons with revenue above AED 50 million and all Qualifying Free Zone Persons to prepare and maintain audited financial statements; repealed by Ministerial Decision No. 84 of 2025 but still applies to tax periods that began before 1 January 2025.
Ministerial Decision No. 82 of 2023 was the first decision to say which Taxable Persons must have their financial statements audited for Corporate Tax. It was issued on 10 April 2023 under Article 54(2) of the Corporate Tax Law (Federal Decree-Law No. 47 of 2022), came into effect fifteen days after publication, and has been superseded: Ministerial Decision No. 84 of 2025 repealed it with effect for Tax Periods commencing on or after 1 January 2025, while providing that it continues to apply to Tax Periods that commenced before that date.
The decision has three articles. Article 1 adopts the definitions of the Corporate Tax Law. Article 2 lists the categories required to prepare and maintain audited financial statements: a Taxable Person deriving Revenue exceeding AED 50,000,000 during the relevant Tax Period, and a Qualifying Free Zone Person. There is no revenue floor for the second category, so a free zone company claiming the 0% rate on Qualifying Income needs audited accounts whatever its size. Article 3 provides for publication and commencement fifteen days after publication.
For a Taxable Person below AED 50,000,000 that is not a Qualifying Free Zone Person, the decision imposes no audit requirement; such a person still has to prepare financial statements under Article 54(1) of the law and the accounting standards set in Ministerial Decision No. 114 of 2023, and keep records for the retention period, but need not have them audited for Corporate Tax purposes.
The 2025 replacement keeps both categories but refines them: the AED 50,000,000 test now applies to a Taxable Person that is not a Tax Group, Tax Groups must prepare audited special purpose financial statements in the form the FTA specifies, a Non-Resident Person counts only Revenue of its UAE Permanent Establishments and nexuses, and Qualifying Free Zone Persons distributing goods from a Designated Zone must follow any additional FTA procedures. Those refinements do not apply retrospectively; for the first Tax Periods under Corporate Tax (those starting between 1 June 2023 and 31 December 2024) the simpler 2023 wording governs.
The decision does not itself prescribe who may audit or in what form; the audit requirement attaches to the financial statements the Taxable Person must prepare under Article 54 of the law.
For Tax Periods that commenced before 1 January 2025: Taxable Persons with Revenue above AED 50,000,000 in the Tax Period, and every Qualifying Free Zone Person regardless of Revenue. Other Taxable Persons were not required to have audited financial statements for Corporate Tax under this decision.
| Article 1 | Words and expressions take the meanings given in Federal Decree-Law No. 47 of 2022, the Corporate Tax Law. |
| Article 2(1) | A Taxable Person deriving Revenue exceeding AED 50,000,000 during the relevant Tax Period must prepare and maintain audited financial statements for the purposes of Article 54(2) of the Corporate Tax Law. |
| Article 2(2) | A Qualifying Free Zone Person must prepare and maintain audited financial statements, with no Revenue threshold. |
| Article 3 | The decision was published and came into effect fifteen days after the date of its publication; it was issued on 10 April 2023 (19 Ramadan 1444H). |
| Article 3 of Ministerial Decision No. 84 of 2025 | Repeals this decision but provides that it continues to apply to Tax Periods that commenced before 1 January 2025. |
The decision contains no penalty provision. Failure to keep the records and financial statements required under the Corporate Tax Law is penalised under Cabinet Decision No. 75 of 2023, and a Qualifying Free Zone Person without audited financial statements fails a condition of the 0% regime and is taxed at 9% on its Taxable Income.
We keep this decision in the library because the first Corporate Tax returns of most of our clients fall under it: a company with a financial year starting 1 January 2024 or 1 June 2023 is judged on the 2023 wording, not the 2025 replacement. Its practical bite was on free zone clients. When a DMCC, RAKEZ or IFZA company elected to be a Qualifying Free Zone Person for its first Tax Period, we built an audit into the compliance calendar regardless of turnover, because without audited financial statements the 0% claim fails. Mainland and offshore holding companies below AED 50,000,000 were told that audited accounts were not required for Corporate Tax, though their free zone or bank may require them anyway. For any FTA review of a 2023 or 2024 period we check the audit position against this decision, and for periods from 2025 we apply Ministerial Decision No. 84 of 2025.
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