- A mainland LLC must appoint one or more auditors to audit its accounts every year under Articles 27 and 102 of the Commercial Companies Law.
- Ministerial Decision No. 84 of 2025 requires audited financial statements from taxable persons with revenue above AED 50 million and from every Qualifying Free Zone Person.
- Corporate tax records must be kept for 7 years after the end of the tax period.
- Tax procedure records for VAT and general tax purposes must be kept for 5 years, with longer periods during a dispute or tax audit.
- Free zone audit rules differ by authority, so confirm the rule with your own free zone before you rely on a general answer.
There is no single UAE audit rule. A mainland LLC or joint stock company must have its accounts audited every year under the Commercial Companies Law. For corporate tax, audited financial statements are required from taxable persons with revenue above AED 50 million and from every Qualifying Free Zone Person. Free zone authorities add their own rules on top.
A company can sit under three rulebooks at once: company law, tax law and its free zone authority. This guide separates them so you can see which one is actually asking for an audit, and how long each requires you to keep records.
Three rulebooks, three different questions
| Source | Who it covers | What it requires |
|---|---|---|
| Commercial Companies Law (Federal Decree-Law No. 32 of 2021) | Mainland LLCs and joint stock companies | Annual audit by one or more auditors; annual accounts; records kept 5 years |
| Corporate Tax Law and Ministerial Decision No. 84 of 2025 | Taxable persons above AED 50 million revenue, and every Qualifying Free Zone Person | Audited financial statements; tax records kept 7 years |
| Free zone authority rules | Companies licensed in that zone | Varies by zone, often an annual audited report |
Mainland companies: the audit is built into company law
Article 27 of the Commercial Companies Law says every joint stock company or limited liability company shall have one or more auditors to audit its accounts on a yearly basis, and shall prepare annual financial accounts including a balance sheet and a profit and loss account. Article 102 repeats the point for an LLC, whose auditors are elected by the general assembly of partners every year. Other company forms may appoint an auditor but are not required to by Article 27.
Article 26 deals with bookkeeping. Every company must keep accounting registers that show its transactions and accurately reveal its financial position at any time, and must keep them at its head office for at least five years from the end of the fiscal year.
We read these articles in the MOET-hosted English translation of the law. Secondary sources report that a later federal decree-law amended parts of the Commercial Companies Law, and we did not confirm whether it changes Articles 26, 27 or 102. We also did not find a small-company exemption in Article 27. Confirm both points with your auditor before relying on the summary above.
Corporate tax: the AED 50 million test and free zone persons
Article 54 of the Corporate Tax Law lets the Minister of Finance require categories of taxable persons to prepare and maintain audited or certified financial statements. Ministerial Decision No. 84 of 2025 uses that power. Under Article 2, these persons must prepare and maintain audited financial statements:
- A taxable person that is not a tax group and whose revenue exceeds AED 50,000,000 in the relevant tax period.
- A Qualifying Free Zone Person, whatever its revenue.
A tax group prepares audited special purpose financial statements. For a non-resident person, only the revenue derived through permanent establishments and nexuses in the UAE counts toward the AED 50 million. The decision applies to tax periods commencing on or after 1 January 2025. Ministerial Decision No. 82 of 2023 is repealed, but it still applies to tax periods that began before that date.
In practice, a free zone company that wants the 0 percent rate on qualifying income needs audited accounts every year. For how that regime works, see how UAE corporate tax applies to free zone companies. Distributors in free zones face a further audit rule, covered in the free zone distributor audit requirement.
Free zones: check your own authority
A free zone company is outside the Commercial Companies Law on many points, so its authority’s rules matter. What we could confirm on official pages:
- JAFZA: a JAFZA guide states that FZE and FZCO establishments must provide an updated audit report to the authority annually, issued by an auditor holding a Dubai Economic Department licence, for a financial year of not less than six and not more than eighteen months. The page is around two years old, so confirm it is still current.
- DMCC: the DMCC Licensing Rules, version 3 of October 2024, make renewal depend on having submitted audited financial statements and report under Article 73.7, unless exempt under applicable laws. Our extract of that sentence was cut off, so read the full text for the exemptions.
We could not confirm the audit rule on an official page for RAKEZ, DAFZA or Meydan, so we do not state one. Ask your authority for its current requirement in writing. For what free zone setup involves overall, see free zone company setup: costs, steps and mistakes.
How long to keep records
| Records | Period | Source |
|---|---|---|
| Company accounting registers | At least 5 years from the end of the fiscal year | Commercial Companies Law, Article 26 |
| Corporate tax records | 7 years after the end of the tax period | Corporate Tax Law, Article 56 |
| Tax records for a taxable person generally, including VAT | 5 years after the tax period | Cabinet Decision No. 74 of 2023, Article 3 |
| Real estate records | 7 years from the end of the calendar year the document was created | Cabinet Decision No. 74 of 2023, Article 3 |
Whether a small business must register for tax at all is a separate question, answered in when a small business needs to register for VAT. Cabinet Decision No. 74 of 2023 adds 4 more years, or until the dispute is finally settled, where a dispute exists, and a further 4 years during or after notice of a tax audit. The Ministry of Finance announced amendments to the tax procedures regulation from April 2026, and secondary reports mention an extension where a refund claim is pending. We did not read the amended text, so check the five-year figure against the current regulation. For how the time limits work on VAT credits, see the VAT five-year limit on refunds and credits.
Common mistakes about audits
- Assuming a free zone licence means no audit. A Qualifying Free Zone Person needs audited statements under the tax decision, and the authority may add its own.
- Treating the AED 50 million test as annual turnover on the licence, when the decision refers to revenue in the tax period.
- Shredding records after five years when tax records need seven.
- Using an auditor the authority does not accept. JAFZA, for example, asks for a Dubai Economic Department licensed auditor.
- Appointing the auditor late. An LLC’s auditor is elected by the partners every year.
The annual calendar of filings that surround an audit is in the UAE company compliance checklist.
When professional help is worth it
A single-owner company below the thresholds, with a free zone that does not require an audit, may need only clean bookkeeping. Help is worth it when your zone rule is unclear, when you expect to cross AED 50 million, or when you hold a Qualifying Free Zone Person position that depends on audited accounts. e.zone’s accounting and audit team can confirm which rule applies and coordinate the auditor.
Sources: Ministerial Decision No. 84 of 2025 on Audited Financial Statements, the Commercial Companies Law and Cabinet Decision No. 74 of 2023. This guide is general information, not accounting or legal advice.
Frequently asked questions
Does every UAE company need an audit?
No single rule covers every company. A mainland LLC or joint stock company must appoint auditors each year under the Commercial Companies Law. For corporate tax, audited statements are required above AED 50 million of revenue and for Qualifying Free Zone Persons. Free zone authorities set their own rules.
What is the corporate tax audit threshold?
Ministerial Decision No. 84 of 2025 requires audited financial statements from a taxable person with revenue exceeding AED 50,000,000 in the tax period and from every Qualifying Free Zone Person. It applies to tax periods starting on or after 1 January 2025.
How long must a UAE company keep its accounting records?
The Commercial Companies Law requires accounting registers to be kept at the head office for at least 5 years from the end of the fiscal year. The Corporate Tax Law requires 7 years after the end of the tax period for tax records.
Do free zone companies need audited accounts?
Often yes, but the rule is set by each free zone. JAFZA requires FZE and FZCO establishments to provide an updated audit report annually, and DMCC ties licence renewal to audited statements unless exempt. Confirm the current rule with your authority.
Which law replaced Ministerial Decision No. 82 of 2023?
Ministerial Decision No. 84 of 2025 repealed it. The older decision continues to apply to tax periods that started before 1 January 2025.
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