Group or no group: the comparison
We model the group's tax both ways, counting the AED 375,000 bands given up, the cost of an aggregated audit and the value of setting one company's losses against another's profits.
Plan · Tax groups
Tax Groups and restructuring, modelled before you commit
A Tax Group lets UAE companies file one return as a single taxable person, but it is not always cheaper. We model grouping against staying separate, form and run the group, and plan reorganisations so that group relief, loss transfers and restructuring relief work as intended.
- Tax Group ownership
- 95%
- of capital, voting rights and profits
- Group relief and loss transfer
- 75%
- common ownership, no Tax Group needed
- 0% band
- AED 375,000
- once for the whole group, not per company
- Audited statements
- Every group
- aggregated, whatever the group's revenue
Plan
Who this is for
- Groups owning several UAE companies, directly or through a holding company, with 95% or more common ownership.
- Tax Groups that need audited aggregated financial statements in place for every period.
- Groups moving assets, a business line or a subsidiary between companies without triggering a tax charge on the transfer.
- Groups where one company makes losses while another makes profits.
- Shareholders facing a merger, an acquisition or a new investor, who need to know what happens to the tax losses.
- Finance directors weighing whether a Tax Group would save tax or simply add cost.
What we do
The work, end to end.
Eligibility and formation
We check the 95% test across share capital, voting rights and profits, confirm every member is a resident company with the same financial year and accounting standards, and identify those that cannot join, such as exempt persons and Qualifying Free Zone Persons.
Aggregated financial statements
We prepare the special-purpose aggregated statements on an IFRS or IFRS for SMEs basis, with intra-group items eliminated, ready for audit under International Standards on Auditing.
The group return
The parent company files one return for the group. We prepare the group computation and file it on EmaraTax, the FTA's online portal.
Group relief and loss transfers
Where companies have 75% or more common ownership, we use Qualifying Group Relief to move assets and liabilities without an immediate tax charge, and transfer tax losses where the conditions are met.
Restructuring
Mergers, business transfers, new holding companies and changes of shareholder: we establish the tax result before the documents are signed, including business restructuring relief, the participation exemption and the effect on tax losses.
How it works
Clear steps. No guesswork.
- 1
Day 1
Structure review
At no charge, we review the group chart and identify which reliefs and options are open.
- 2
Typically 2 to 3 weeks
Modelling
Group against no group, or each restructuring option, costed in AED.
- 3
Typically 2 to 4 weeks
Decision and documents
Board resolutions, transfer documents and the Tax Group application, prepared alongside your legal advisers.
- 4
Varies
FTA application
We file the Tax Group application, or changes to it, on EmaraTax and answer the FTA's questions.
- 5
Annually
Annual cycle
Aggregated statements, audit support and one group return for each tax period.
What you get
Deliverables
- A group-against-no-group comparison in AED
- An eligibility check for each proposed member
- The Tax Group application, filed on EmaraTax
- Special-purpose aggregated financial statements, ready for audit
- A tax memo for each restructuring step, with the reliefs that apply
- The group's corporate tax return, filed by the parent
Know the law
The rules in brief
- 1
A Tax Group requires the parent to hold at least 95% of each member's share capital, voting rights and profits and net assets; members must be resident juridical persons with the same financial year and accounting standards.
Federal Decree-Law No. 47 of 2022, Art. 40; Ministerial Decision No. 301 of 2024
- 2
Exempt persons and Qualifying Free Zone Persons cannot be members of a Tax Group.
Federal Decree-Law No. 47 of 2022, Art. 40
- 3
A Tax Group is one taxable person: the parent files a single return, and the group has one AED 375,000 band.
Federal Decree-Law No. 47 of 2022, Arts. 40 and 53(7); Cabinet Decision No. 116 of 2022
- 4
For tax periods starting on or after 1 January 2025, every Tax Group must prepare audited special-purpose aggregated financial statements, whatever its revenue.
Ministerial Decision No. 84 of 2025; FTA Decision No. 7 of 2025
- 5
Qualifying Group Relief is available, subject to conditions, between companies with at least 75% common ownership.
Federal Decree-Law No. 47 of 2022, Art. 26
- 6
Tax losses can be transferred between resident juridical persons with at least 75% common ownership.
Federal Decree-Law No. 47 of 2022, Art. 38
- 7
After an ownership change of more than 50%, losses survive only if the same or a similar business continues.
Federal Decree-Law No. 47 of 2022, Art. 39
Sometimes. Inside a group, one company's losses offset another's profits in the same period, and intra-group transactions drop out of the aggregated statements. Against that, the whole group shares one AED 375,000 band: three companies that each make at least AED 375,000 would pay AED 67,500 more tax a year as a group, before anything else changes. Every group also needs audited aggregated statements, so we model both positions before an application is made.
Resident juridical persons in which the parent holds at least 95% of the share capital, voting rights and profits and net assets. All members must have the same financial year and use the same accounting standards. Exempt persons and Qualifying Free Zone Persons cannot join, so a free zone entity relying on the 0% rate stays outside the group.
Yes. For tax periods starting on or after 1 January 2025, every Tax Group must prepare audited special-purpose aggregated financial statements, whatever its revenue. They are prepared on an IFRS or IFRS for SMEs basis with intra-group items eliminated, and audited under International Standards on Auditing. For a small group, that cost belongs in the decision to group.
Yes. Qualifying Group Relief and loss transfers need 75% common ownership, not 95%, and the companies remain separate taxable persons, each with its own AED 375,000 band. Both reliefs carry conditions, which we check before any transfer is made.
Losses carry forward only if at least 50% of the ownership is held continuously or, after a change of more than 50%, the same or a similar business continues. Listed companies are outside the test. Before a sale, a merger or the entry of a new investor, we check whether the losses will survive the change.
Yes. The law offers business restructuring relief for qualifying reorganisations, such as a merger or the transfer of a business to another company, so that the transfer does not trigger an immediate tax charge. The conditions are detailed, so we test the plan against them before anything is signed.
The parent company files one return for the whole group, within nine months of the end of the tax period. If a member registered late, its AED 10,000 penalty can be waived where the group return is filed within seven months and it is the member's first tax period in the group.
Often needed together
Talk to us
Would a Tax Group save the group tax?
Send us the group chart and each company's latest results. We will set out which reliefs are open and whether a Tax Group is worth modelling. The first conversation is free.
- FTA Registered Tax Agency
- Tax team with Big Four audit-firm experience
- Mon to Fri, 9:00 am to 6:00 pm (GST)
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