Pass a Board or Shareholder Resolution

The directors and shareholders must pass a board resolution formally approving the liquidation and appointing an approved liquidator. If shareholders are outside the UAE, the resolution must be notarized and legalized.

Appoint a DIFC-Approved Liquidator

A licensed liquidator from DIFC’s approved list must be appointed. The liquidator takes full control of company assets, accounts, and creditor communications, ensuring compliance with

DIFC’s Insolvency Regulations.

Key duties include:

• Preparing the Statement of Affairs
  
• Managing debt settlements
  
• Realizing and distributing company assets
  
• Submitting final reports to the DIFC Registrar

File for Winding-Up with the DIFC Registrar

Submit a Winding-Up Request via the DIFC client portal.

Attach:

• Signed shareholder resolution
• Director’s declaration of solvency (if applicable)
• Liquidator’s appointment letter

The Registrar will issue a provisional acknowledgment and add a “Pending Liquidation” status to the entity’s record.

Publish Public Notice of Liquidation

The liquidator must publish a public notice in two local newspapers (one Arabic, one English), announcing the company’s liquidation. This notice gives creditors 45 days to submit any claims.

Settle Debts, Liabilities, and Employee Dues

The liquidator:

• Collects outstanding receivables
  
• Liquidates company assets
  
• Pays all creditors, including employee dues and end-of-service benefits
  
• Settles outstanding DIFC Authority or DFSA fees
  
• Closes all corporate bank accounts

Cancel Visas and Obtain Clearances

All employee, partner, and dependent visas must be cancelled with GDRFA Dubai.

Obtain NOCs from:

• Ministry of Human Resources & Emiratisation (MOHRE)
  
• DFSA (if the entity was regulated)
  
• Utilities and telecom providers (DEWA, Etisalat, Du)
  
• Landlord / property management within DIFC

Prepare Final Liquidation Report

The liquidator prepares:

• A Final Liquidation Report confirming settlement of all debts
  
• Audited financial statements
  
• Statement of Affairs detailing assets, liabilities, and distributions

These documents are submitted to the DIFC Registrar for review.

Obtain Deregistration Certificate

Once the DIFC Registrar verifies all documents and ensures compliance, it issues a Certificate of Deregistration, officially confirming that the company is dissolved. The company name is then struck off the DIFC Public Register.