RAK ICC Company Liquidation: The Step-by-Step Process and What Each Stage Costs

RAK ICC — the RAK International Corporate Centre — administers offshore International Business Companies, and closing one is not a matter of letting a licence lapse. The company sits on a register, and removing it takes a formal winding up that ends with a Certificate of Dissolution. This guide walks the process in order and attaches the cost to each step, so there are no surprises on the invoice.

First, a common mix-up: RAK ICC is not RAKEZ. RAKEZ is the onshore RAK Economic Zone with trade licences; RAK ICC is the offshore corporate registry. This article is about RAK ICC offshore companies.

What kind of closure is a RAK ICC liquidation?

A voluntary liquidation — the deliberate, documented winding up of a solvent company, after which it is certified as dissolved. It is worth distinguishing from a strike-off, because RAK ICC lists both.

What are the steps to liquidate a RAK ICC company?

Seven stages, in order. The registered-agent step applies only if you are moving to a new agent to run the liquidation; everything from step 2 is the liquidation proper.

1. Appoint the registered agent (only if switching). Every RAK ICC company acts through a registered agent, so if a new firm is to run your liquidation it must first become your agent. RAK ICC government fee for a change from one registered agent to another: AED 1,500. Where the new agent is also an approved auditor, it can then act as liquidator too.
2. Directors' Declaration of Solvency. The director(s) declare in writing that the company can pay its debts as they fall due and that assets equal or exceed liabilities. No separate government fee — it is part of the document set. This is the foundation of a solvent voluntary liquidation.
3. Shareholder resolution and liquidator appointment. The shareholder resolves to wind up, accepts the Declaration of Solvency, approves the liquidation plan, and appoints the voluntary liquidator. Registering the notice of the liquidator's appointment with RAK ICC: AED 275.
4. Liquidator's report. The approved auditor acting as liquidator prepares the report confirming the final position of assets and liabilities. This is the professional deliverable that underpins the dissolution.
5. File the liquidation application. The liquidation is submitted through the RAK ICC agent portal in four stages (below). RAK ICC liquidation application fee: AED 1,500.
6. Registrar publication. The Registrar publishes the liquidator's appointment, and later the dissolution notice, on the RAK ICC website for at least seven days. No newspaper notice is required, and no fee attaches to this step.
7. Certificate of Dissolution. Once the company is liquidated, the Certificate of Dissolution is issued as evidence it has been wound up. RAK ICC fee: AED 850.

What are the four steps of the RAK ICC filing?

Step 5 above is submitted through the RAK ICC agent portal, which takes the filing through four stages. Your registered agent completes these on your behalf.

1. Company Details. The company and correspondence details are entered to open the request.
2. Upload Documents. The Declaration of Solvency, the shareholder resolution appointing the liquidator, and the liquidator's report are uploaded.
3. Declaration. The confirming declaration is completed — that the information is accurate and the winding up is voluntary.
4. Confirmation. The submission is reviewed and confirmed; the Registrar then processes the appointment and publishes the required notice.

What does a RAK ICC liquidation cost in full?

Two layers, shown separately. Government fees are set by RAK ICC and paid at cost; professional fees are what Fastlane charges to run the process and issue the report.

RAK ICC government fees

Fastlane professional fees

[VERIFY] Government fee amounts are taken from the RAK ICC Fee Schedule effective 1 January 2026 (items 6.9, 7.1, 7.3, 7.4, 7.5). Regulation references (Sections 203–205, and Regulations 205, 219 and 247) are drawn from RAK ICC's liquidation guidance and the Business Companies Regulations 2018. Re-confirm current fees and regulations against RAK ICC (rakicc.com) before quoting, as the schedule states fees are subject to change without prior notice.

Who can act as the liquidator?

Under Regulation 205 of the RAK ICC Business Companies Regulations 2018, a legal entity may be appointed liquidator provided it is authorised to provide audit services in the UAE and is not disqualified under Regulation 205(6) — in practice, an approved audit firm. RAK ICC also permits the registered agent to act as the liquidator.

That combination is what makes a single engagement efficient: where one firm is both a RAK ICC Registered Agent and an approved auditor, it handles the agent transfer, acts as liquidator, issues the report and drives the dissolution. The report carries weight because a licensed, approved firm signs it — the same credential principle set out in our guide to who can sign a liquidation report.

What do the Declaration of Solvency and shareholder resolution contain?

These are the two documents you sign; the liquidator's report is the third, which the auditor issues.

Do you still need all this if the company never traded?

Yes. RAK ICC's guidance is explicit that a liquidator's statement is required even where the company carried out no business and never opened a bank account. What shrinks for a never-traded company is the content, not the requirement:

• The Declaration of Solvency confirms nil liabilities and assets that cover them.
• The shareholder resolution ratifies that no bank account was ever opened.
• The liquidator's report confirms a nil position.

It is the quickest version of the process — but the same seven steps and the same AED 2,625 in core government fees apply. There is no reduced dormant-company track.

Can you liquidate without renewing the company first?

Yes, with one added cost. Liquidation can be applied for on an inactive company without renewing it, but RAK ICC charges a late notification penalty of AED 600 per annum under the current fee schedule. And since 1 January 2018 all companies under the Registry have been treated as RAK ICC companies, so re-registration is not a precondition either.

The practical point: an overdue company can still be liquidated cleanly, but the delay carries an annual penalty, so there is a modest cost to leaving it dormant rather than closing it.

What is the Certificate of Dissolution?

It is the document that formally confirms the company has been wound up and no longer exists — the evidence that dissolution is complete under Regulation 219(1)(b). On the RAK ICC portal, only a liquidated company can request one; select a company that has not been liquidated and the system blocks it. In other words, the certificate is the final step after the liquidation, not a substitute for it. Its fee, AED 850, is the last of the three core government charges.

Can a dissolved RAK ICC company be brought back?

Within a window, and through the Court. Under Regulation 247(1), an application may be made to the Court to restore a dissolved company, provided it is made within ten years of dissolution. Restoration is a Court process, not an administrative form — so dissolution should be treated as a considered, largely final decision.

What about corporate tax and FTA registrations?

The RAK ICC liquidation removes the company from the offshore register. It does not close any Federal Tax Authority registrations the company holds. If the company is registered for corporate tax, that must be dealt with separately through the FTA — see corporate tax deregistration.

[VERIFY] Whether a particular RAK ICC offshore company is within UAE Corporate Tax scope, and what deregistration it requires, depends on its activities and circumstances under Federal Decree-Law No. 47 of 2022. Confirm the company's own position with a tax agent before assuming any CT filing or deregistration is or is not required.

How should you approach a RAK ICC liquidation?

1. Appoint your registered agent — if switching, this is step one (AED 1,500 government fee).
2. Sign the Declaration of Solvency — the route for a solvent company simply no longer needed.
3. Pass the shareholder resolution and appoint the liquidator (register the appointment, AED 275).
4. Obtain the liquidator's report from the approved auditor.
5. File the four-step application — liquidation fee AED 1,500.
6. Let the Registrar publish the notice for the seven-day period.
7. Collect the Certificate of Dissolution (AED 850), then close any FTA registrations separately.

Frequently asked questions