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UAE UBO Register & Legacy Economic Substance Filings

Beneficial-owner registers kept current under Cabinet Decision No. 109 of 2023, and clean-up of Economic Substance filings and penalties for the 2019–2022 years, the only years the regime now covers.

Overview

What still applies, and what no longer does

Cabinet Decision No. 98 of 2024 ended the Economic Substance regime for financial years ending after 31 December 2022: no notifications or reports are due for those years, and penalties imposed for them are cancelled. Obligations for 2019 to 2022 remain, and the Federal Tax Authority can still assess them. Separately, the beneficial-owner rules continue in full, and substance now matters through corporate tax: a Qualifying Free Zone Person must have adequate substance in the free zone to keep its 0% rate.

◆Free-zone and mainland companies that must keep and file a beneficial-owner register
◆Companies whose shareholders, directors or controllers have changed and need the register updated
◆Groups with open Economic Substance notifications, reports or penalties for 2019 to 2022
◆Free-zone companies that need real substance to keep the 0% corporate tax rate
What’s Included

What we handle

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UBO register

The register of beneficial owners prepared, filed with the licensing authority and kept current, identifying anyone who owns or controls 25% or more, or otherwise controls the company.

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Changes and updates

Updates filed when shareholders, directors or controllers change, within the time the rules allow.

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Legacy ESR review

A check of notifications and reports for 2019 to 2022, and of any penalty notices for those years.

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Penalty clean-up

Reconsideration requests and refund claims, including refunds for penalties imposed for 2023 and later years, which the decision cancels.

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Corporate tax substance

A review of staff, premises and decision-making in the free zone for the Qualifying Free Zone Person test.

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Records for banks

A clear ownership and substance file for bank KYC reviews and licence renewals.

How We Work

How an engagement runs

01

Review

We read the licence, the shareholding and the filing history.

02

Correct

We file or update the UBO register and deal with any open ESR years.

03

Document

We build the ownership and substance file.

04

Maintain

We track changes so the register stays current.

Why LexVerge

Current rules, not the 2019 checklist.

Cabinet Decision 109 of 2023Cabinet Decision 98 of 2024Beneficial Owner RegisterLegacy ESR 2019–2022Qualifying Free Zone PersonBank KYC

Many providers still sell annual Economic Substance filings that are no longer required. We tell you what applies now.

FAQ

UBO and Economic Substance, answered.

Do UAE companies still file Economic Substance notifications and reports?
Not for financial years ending after 31 December 2022. Cabinet Decision No. 98 of 2024 limited the regime to financial years from 1 January 2019 to 31 December 2022, and cancelled penalties imposed for later years.
What if Economic Substance filings for 2019 to 2022 were missed?
Those years are still covered, and the Federal Tax Authority can assess penalties for them within the limitation period. Outstanding filings and penalty notices for those years should be dealt with.
Is the beneficial-owner (UBO) register still required?
Yes. Under Cabinet Decision No. 109 of 2023, most UAE companies must keep a register of beneficial owners, generally anyone owning or controlling 25% or more or otherwise controlling the company, file it with the licensing authority and update it when it changes.
Does substance still matter for a free-zone company?
Yes. A Qualifying Free Zone Person must have adequate substance in the free zone to keep the 0% corporate tax rate on qualifying income.
UAE · LexVerge

Check what still applies to your company

Send us the licence and the shareholding. We will tell you whether the UBO register is current and whether any old Economic Substance years are open.

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