Ministerial Decision No. 84 of 2025 · UAE Federal
For tax periods starting on or after 1 January 2025, requires audited financial statements from taxable persons (other than tax groups) with revenue above AED 50 million and from every Qualifying Free Zone Person, requires tax groups to prepare audited special purpose financial statements, and repeals Ministerial Decision No. 82 of 2023.
Ministerial Decision No. 84 of 2025 is the current rule on who must have audited financial statements for Corporate Tax. It was issued on 25 March 2025 under Article 54(2) of the Corporate Tax Law (Federal Decree-Law No. 47 of 2022), came into effect on the date of issuance, applies to Tax Periods commencing on or after 1 January 2025, and repeals Ministerial Decision No. 82 of 2023, which continues to govern earlier Tax Periods.
Article 2(1) sets the two mandatory categories. First, a Taxable Person that is not a Tax Group and that derives Revenue exceeding AED 50,000,000 during the relevant Tax Period. Second, a Qualifying Free Zone Person, with no Revenue threshold. A free zone company claiming the 0% rate on Qualifying Income therefore needs an audit however small it is.
Article 2(2) deals with Tax Groups. A Tax Group must prepare and maintain audited special purpose financial statements in the form, and under the procedures and rules, specified by the FTA. This ties in with Article 3 of Ministerial Decision No. 114 of 2023, under which a Tax Group's consolidated financial statements mean the aggregation of the standalone statements of the Parent Company and each Subsidiary with intra-group transactions eliminated.
Article 2(3) adds that a Qualifying Free Zone Person engaged in the distribution of goods or materials in or from a Designated Zone under Ministerial Decision No. 265 of 2023 must comply with any additional procedures the FTA prescribes. Article 2(4) provides that, for a Non-Resident Person, only Revenue derived through Permanent Establishments and nexuses in the UAE counts towards the AED 50,000,000 threshold.
Article 3 repeals Ministerial Decision No. 82 of 2023 but keeps it in force for Tax Periods that commenced before 1 January 2025. Article 4 applies the new decision to Tax Periods commencing on or after 1 January 2025, and Article 5 brings it into effect on the date of issuance.
Compared with the 2023 decision, the changes are the carve-out of Tax Groups from the AED 50,000,000 test in favour of audited special purpose statements, the Permanent Establishment-only Revenue measure for non-residents, and the additional procedures for Designated Zone distributors. A Taxable Person below AED 50,000,000 that is neither a Qualifying Free Zone Person nor a Tax Group still has no Corporate Tax audit requirement, though it must prepare financial statements under the applicable accounting standards.
For Tax Periods commencing on or after 1 January 2025: Taxable Persons other than Tax Groups with Revenue above AED 50,000,000, every Qualifying Free Zone Person, and Tax Groups, which must prepare audited special purpose financial statements. Non-Residents count only Revenue of their UAE Permanent Establishments and nexuses.
English official text in 5 articles. Open the full text or jump to a provision:
| Article 2(1)(a) | A Taxable Person that is not a Tax Group and derives Revenue exceeding AED 50,000,000 during the relevant Tax Period must prepare and maintain audited financial statements under Article 54(2) of the Corporate Tax Law. |
| Article 2(1)(b) | A Qualifying Free Zone Person must prepare and maintain audited financial statements, with no Revenue threshold. |
| Article 2(2) | A Tax Group must prepare and maintain audited special purpose financial statements in the form and under the procedures and rules specified by the FTA, read with Article 3 of Ministerial Decision No. 114 of 2023. |
| Article 2(3) | A Qualifying Free Zone Person distributing goods or materials in or from a Designated Zone under Ministerial Decision No. 265 of 2023 must comply with any additional procedures prescribed by the FTA. |
| Article 2(4) | For a Non-Resident Person, only Revenue derived through Permanent Establishments and nexuses in the UAE counts towards the AED 50,000,000 threshold. |
| Article 3 | Repeals Ministerial Decision No. 82 of 2023, which continues to apply to Tax Periods that commenced before 1 January 2025. |
| Article 4 | The decision applies to Tax Periods commencing on or after 1 January 2025. |
| Article 5 | The decision was published and came into effect on the date of its issuance, 25 March 2025. |
No penalty is set in the decision. Failing to keep the required records and financial statements attracts the administrative penalties in Cabinet Decision No. 75 of 2023, and a Qualifying Free Zone Person without audited financial statements loses the 0% rate for the Tax Period because audited accounts are a condition of that status.
Every free zone client claiming the 0% rate must have its accounts audited under this decision whatever its size, so we build the audit into the compliance calendar at the start of each financial year and line up the auditor before year-end rather than after. For the mainland and RAK ICC companies we administer, the AED 50,000,000 threshold means most are outside the mandatory audit, and we tell them so plainly while noting that a bank, free zone authority or investor may still ask for audited accounts. Where we have formed a Tax Group for a client, we prepare the aggregated statements in the FTA's special purpose format and arrange their audit as a single engagement. Our audit support service covers the bookkeeping clean-up, the lead schedules and the auditor liaison, so the audit opinion is ready before the Corporate Tax return is due.
| Repeals | Ministerial Decision No. 82 of 2023 |
| Cites | Corporate Tax Law · Accounting Standards Decision · Qualifying and Excluded Activities Decision (2023, superseded) · Audited Financial Statements Decision (2023) |
| Cited by | Qualifying and Excluded Activities Decision (2025) |
“Cites” and “Cited by” are built automatically from references in the full texts held in this library; they cover only instruments in the library.
Audited Financial Statements Decision (2023)
Required taxable persons with revenue above AED 50 million and all Qualifying Free Zone Persons to prepare and maintain audited financial statements; repealed by Minister…
Corporate Tax Law
Imposes federal corporate tax on the taxable income of UAE companies and businesses at 0% up to a Cabinet-set threshold and 9% above it, with 0% on the qualifying income …
Accounting Standards Decision
Requires financial statements for corporate tax to be prepared under IFRS, allows IFRS for SMEs where revenue does not exceed AED 50 million, and permits the cash basis o…
Qualifying and Excluded Activities Decision (2023, superseded)
The second list of qualifying and excluded activities for free zone companies, with the de minimis rule, qualifying intellectual property income and the audited financial…
Qualifying and Excluded Activities Decision (2025)
Lists the qualifying activities (manufacturing, commodity trading, fund management, headquarter and treasury services, designated-zone distribution, logistics and others)…
Tax Group Decision (2024)
Replaces Ministerial Decision No. 125 of 2023 for tax periods starting on or after 1 January 2025, setting the rules for forming and operating a corporate tax group, incl…
Corporate Tax Penalties Decision
Lists the administrative penalties for corporate tax violations: AED 10,000 for failing to keep records (AED 20,000 on repeat), AED 500 per month rising to AED 1,000 for …
Whether you are establishing a new venture, restructuring an existing enterprise, or exploring residency pathways — we are here to advise.
Arrange a Consultation →