Investing in Uzbekistan from the US: Investor Protections, Repatriation and Treaties (2026)

To invest in Uzbekistan from the USA, a company or family office uses the same rules as any other foreign investor, but with fewer treaty protections: as of October 2026, there is no US–Uzbekistan investment treaty in force (the one signed on 16 December 1994 was ratified by Uzbekistan but has not been brought into force by the US), and the only tax treaty the US applies, the 1973 convention with the USSR, does not reduce Uzbek tax on dividends. The protection comes from the Law "On Investments and Investment Activity" (ZRU-598 of 25 December 2019): unrestricted transfer of income abroad once taxes are paid (Art. 17), 10-year stabilisation against the adverse changes in legislation that the law lists (Art. 19) and a ban on nationalisation (Art. 21), plus Uzbekistan's membership of ICSID and the New York Convention. In practice, a dividend to a US parent is withheld at 10% on an LLC interest, and arbitration against the state needs written consent that you have to negotiate.

Key points

• No investment treaty in force. The State Department's 2025 Investment Climate Statement says Uzbekistan has BITs with 53 countries "but not the United States".
• Domestic law does most of the work. ZRU-598 protects transfers after taxes, locks in conditions for 10 years against the adverse changes it lists and prohibits nationalisation, but a statute can be amended.
• Arbitration with the state needs written consent in a treaty in force or an agreement with the state; the statutory sequence is negotiation, mediation, an Uzbek court, then international arbitration (Art. 63).
• 10% on LLC dividends to a US parent. The 1973 convention has no dividend article; a foreign company holding JSC shares pays 5% until 31 December 2028.
• Enforcement has a treaty basis. The ICSID Convention has been in force for Uzbekistan since 1995 and the New York Convention since 1996, so an award has a recognised route to enforcement.
• US development finance is re-engaging. DFC and EXIM signed Heads of Terms with Uzbekistan on 18 February 2026; this sets up a framework, not financing for a specific project.

Uzbekistan's foreign investor protections: what the law covers

ZRU-598 has applied since 27 January 2020 (the lex.uz text is in the edition of 25 July 2026). Its protections cover any foreign investor, including a US company or citizen, without a treaty.

The 10-year period starts on a date that depends on the form of investment: the state registration of a new company, the effective date of the title document for shares or property, or the effective date of an investment agreement with the Government. Because a statute can be amended and the Art. 19 list does not name tax rates, large projects seek contractual commitments in an investment agreement with the Government (Arts. 40–45); the state is liable only for obligations it has undertaken in agreements signed by duly authorised persons (Art. 45). Incentives are covered in our overview of investment incentives.

US–Uzbekistan agreements: what is actually in force

The 1994 BIT: signed, ratified in Tashkent, not in force

The text sent to the US Senate in 1996 provides for "prompt, adequate, and effective" compensation for expropriation and ICSID or UNCITRAL arbitration, but it binds neither state, and Art. 63 of ZRU-598 accepts consent only from treaties in force. Some investors hold Uzbek assets through a company in a country that has a BIT in force with Uzbekistan. Whether that holding is protected depends on the wording of that BIT, including any denial-of-benefits clause; tribunals have refused to hear claims where a structure was put in place when a dispute was already foreseeable, and the holding needs real substance. The Uzbek tax authority tests the same holding for beneficial ownership (Art. 6 of the Tax Code).

Tax: one convention, two readings

The IRS treats Uzbekistan as one of nine former Soviet republics covered by the 1973 convention, and the State Department says the US considers it "remains in force with respect to Uzbekistan". The State Tax Committee's official table lists neither the US nor the convention. For dividends this changes nothing: the convention has no dividend article. For royalties it matters: Art. III(1)(a) taxes them only in the recipient's country of residence, and under Art. III(1)(g) interest is exempt only on credits financing trade between the two countries. An Uzbek payer applying these exemptions takes the risk as withholding agent, so budget domestic rates unless the tax authority confirms the position in writing. A US company proves residence with Form 6166, requested on Form 8802.

TIFA and C5+1: channels, not protections

TIFAs are frameworks for dialogue. The State Department fact sheet of 7 November 2025 lists contracts for 22 Boeing 787s worth $8.5 billion, up to $3 billion of investment by Air Products in a methanol plant in Uzbekistan and exploring a partnership in the sale and privatisation of UzAuto Motors. These are signals for US investment in Uzbekistan, not enforceable rights.

Disputes: reaching international arbitration without a BIT

Article 63 of ZRU-598 sets the order for disputes with foreign investors:

• Negotiation.
• Mediation, if negotiation fails.
• The competent Uzbek court.
• International arbitration, if the dispute cannot be resolved through steps 1–3 and only if a treaty and/or an agreement between the investor and the Republic of Uzbekistan contains a valid arbitration clause; Uzbekistan's consent must be in writing, in a signed instrument in force when arbitration is commenced.

Read literally, Art. 63 puts the Uzbek court before international arbitration, so the arbitration clause in an investment agreement should set out the procedure and time limits for each step. For a US investor, that leaves three tools:

• An investment agreement with the Government (Arts. 40–45). It is mandatory where the Government grants a foreign investor additional support measures (benefits and preferences) (Art. 40), must state the dispute procedure, venue and forum (Art. 42), which is where an ICSID clause is negotiated, and takes effect once the President or the Government approves it (Art. 43). If it is terminated for the investor's non-performance or at the investor's initiative, the investor pays the taxes it did not pay thanks to the benefits (Art. 44).
• Arbitration clauses with private partners. Per the 2025 Investment Climate Statement, investors may use any international mechanism in contracts with local partners: a seat abroad or the Tashkent International Arbitration Centre, which has its own rules and joint TIAC-HKIAC rules.
• Enforcement. Under Art. 51 of ZRU-674, an award made in any country is binding and enforced on written application to the court; refusal is limited to the grounds in Art. 52, such as an invalid agreement, lack of notice or public policy.

On choosing a seat, see international arbitration for Uzbek companies; on the English-law court of the financial centre, our TIFC review.

Repatriation: dividends and other payments to the US

With the 15% corporate tax, the combined Uzbek burden on LLC profit paid out is 23.5%, before any US tax consequences, which depend on the investor's own position. From 2026, if a non-resident has held at least 25% of the payer for at least 365 days, the tax on its dividends is reduced by the tax already paid on dividends the Uzbek payer received from other Uzbek companies (Part 3 of Art. 354).

An LLC may distribute profit quarterly, semi-annually or annually and pays within 60 days of the decision, but not while charter capital is unpaid, with signs of insolvency or with net assets below charter and reserve capital (Arts. 26–27 of ZRU-1137). Under clause 21 of the Foreign Exchange Operations Rules No. 3281, currency to repatriate a non-resident's income is bought without restriction; the bank may request documents and reviews the application by the next banking day (clauses 23–24). The usual bank file: the participants' decision, the tax calculation with proof of payment, the currency purchase application and the US participant's bank details. Details are in our dividend tax guide and the article on currency control.

US support instruments: DFC, EXIM and the Commercial Service

• DFC. Per the 2025 Investment Climate Statement, DFC, formerly OPIC, has worked in Uzbekistan since 1992 and loaned about $231 million, the last project approved in 2011. On 18 February 2026, DFC, EXIM, the Ministry of Investment, Industry and Trade and the Fund for Reconstruction and Development signed Heads of Terms on a Joint Investment Framework and a proposed joint holding company. On 16 June 2026, DFC launched a Joint Investment Platform for energy, infrastructure, critical minerals, logistics and advanced manufacturing; the release names no amounts.
• EXIM. In the Country Limitation Schedule of 30 July 2026, Uzbekistan is open for all terms with notes 1, 3, 4, 5 and 10: private buyers typically need a commercial bank behind them, and public-sector deals need the full faith and credit of the government.
• Commercial Service. Trade.gov lists Uzbekistan as a Commercial Service partner post: the embassy team in Tashkent works with the Commercial Service in India. On 22 June 2026 the Commerce Department announced plans to open a US and Foreign Commercial Service post in Uzbekistan; as of October 2026, trade.gov still lists the partner post.
• Insurance. Uzbekistan is a MIGA member, and Art. 50 of ZRU-598 allows political risk cover from foreign agencies.

Entry routes for a US investor

Risks specific to US investors

• Currency. Revenue is in sums, and the exchange-rate risk sits with the investor.
• Banking. The Model 1 FATCA agreement has been in force since 7 July 2017, so Uzbek banks identify US persons: expect a US tax self-certification and disclosure of beneficial owners.
• OFAC. Uzbekistan is not among OFAC's sanctions programs, but on 30 October 2024 OFAC designated Uzbekistan-based OOO Uzstanex under the Russia-related Executive Order 14024. Screen sellers, partners, owners and key customers, including companies owned 50% or more, in aggregate, by blocked persons.
• Sector permissions. Foreign control of airlines, railways, long-distance telecom and national-security sectors needs special government permission (2025 Investment Climate Statement).
• Courts. The same report notes that Supreme Court reviews of expropriation decisions "usually are quite slow".

Example: a US family office buys 40% of an Uzbek manufacturer

Illustrative only. A US family office, through a US holding company, agrees to buy 40% of an Uzbek packaging LLC for UZS 60 billion; the company's assets are UZS 150 billion.

• Screening. Sellers, the 60% co-owner, beneficial owners and the largest customers are checked against OFAC lists; exports to Russia are reviewed.
• Due diligence. Title to buildings, the land lease, tax and currency-control history, permits; see checking a counterparty and due diligence.
• Antimonopoly consent. 40% exceeds a third of the LLC and the target's assets exceed 250,000 BRV (UZS 110 billion at a BRV of UZS 440,000), so consent is obtained before closing (Arts. 26–27 of ZRU-850).
• Protection. The 10-year period under Art. 19 runs from the date the document establishing title to the stake takes effect; the corporate agreement provides for arbitration seated abroad, and the award can be recognised and enforced in Uzbekistan under ZRU-674, subject to the refusal grounds in Art. 52.
• Money. The company distributes UZS 12 billion: UZS 4.8 billion is due to the family office, UZS 480 million is withheld at 10% and UZS 4.32 billion is transferred. In a JSC, the withholding would be UZS 240 million until the end of 2028.

How Pactum helps

• We map the protections available to your structure: ZRU-598, an investment agreement, treaty access through a holding, the arbitration clause.
• We run sanctions screening and due diligence on the target and its owners; due diligence starts from UZS 45,000,000.
• We register the Uzbek company (from UZS 1,500,000) and support stake purchases, privatisation lots and joint ventures; deal support is priced after we review the task.
• We prepare the repatriation bank file and the tax position on dividends, royalties and services; court work goes through our partner advocates' bureau.

State fees are extra, and the final price is set in a written proposal. Start with the page on foreign investment in Uzbekistan or buying a company, or book a lawyer consultation: 60 minutes, UZS 300,000, credited toward the service.

FAQ

Is there a bilateral investment treaty between the US and Uzbekistan?

One was signed on 16 December 1994 and ratified by Uzbekistan, but the US has not brought it into force, so it creates no rights. US investors rely on ZRU-598 and investment agreements.

Is there a US–Uzbekistan double tax treaty?

The IRS applies the 1973 US–USSR convention to Uzbekistan; the Uzbek register does not list the US. The convention has no dividend article, so an Uzbek LLC withholds 10% on dividends to a US parent either way.

Can a US company take all its profit out of Uzbekistan?

Yes, after taxes: Art. 17 of ZRU-598 allows unrestricted transfer, but the state may suspend repatriation for insolvency, violation of creditors' rights, an individual investor's offence or a court or arbitral decision, and an LLC may distribute profit only within the limits of Arts. 26–27 of ZRU-1137.

Can a US investor bring an ICSID claim against Uzbekistan?

Only with Uzbekistan's written consent in a treaty or agreement in force. With no BIT, that usually means an investment agreement with the Government containing an ICSID clause.

Can an American company or citizen own land in Uzbekistan?

Not directly. Foreign citizens and foreign companies cannot own land and use it on lease; buildings and premises can be owned. Whether an Uzbek company with US capital can privatise a non-agricultural plot depends on the current privatisation rules and the plot itself, so check it before signing.

Do DFC and EXIM finance projects in Uzbekistan?

EXIM cover is open for Uzbekistan subject to conditions, and private buyers typically need a commercial bank behind the obligation. DFC and EXIM signed Heads of Terms on 18 February 2026 and DFC launched a joint platform in June 2026, but financing is still decided project by project.

Do US sanctions restrict investment in Uzbekistan?

There is no Uzbekistan country program, but Uzbekistan-based companies can be designated under Russia-related programs, as OOO Uzstanex was in October 2024, so counterparties are screened before signing.

Sources

• Law "On Investments and Investment Activity" ZRU-598
• Law "On International Commercial Arbitration" ZRU-674
• Tax Code of the Republic of Uzbekistan
• Foreign Exchange Operations Rules No. 3281
• Law "On Competition" ZRU-850
• Law "On Limited Liability Companies" ZRU-1137
• State Tax Committee: international treaties
• State Department: 2025 Investment Climate Statement, Uzbekistan
• State Department: Elevating U.S.-Uzbekistan Relations
• State Department: C5+1
• Trade.gov: Uzbekistan trade agreements
• Trade.gov: Commercial Service, Uzbekistan
• Senate Treaty Document 104-25
• IRS: Uzbekistan tax treaty documents
• IRS: Table 3, list of tax treaties
• IRS: Table 1, treaty tax rates
• IRS: US–USSR convention of 1973
• IRS: Form 6166
• USTR: Trade and Investment Framework Agreements
• USTR: TIFA Council joint statement, June 2024
• ICSID: Contracting States
• UNCITRAL: New York Convention status
• DFC: Heads of Terms, 18 February 2026
• DFC: Joint Investment Platform, 16 June 2026
• EXIM: Country Limitation Schedule, 30 July 2026
• U.S. Treasury: FATCA agreements
• OFAC: sanctions programs
• U.S. Treasury: press release of 30 October 2024
• Tashkent International Arbitration Centre

Uzbek acts are cited from lex.uz; quotations from them are our translations. The information is current as of October 2026 and is not individual legal or tax advice.