How to Open a Company in Uzbekistan as a US Citizen or US Company (2026 Guide)

As of October 2026, a US citizen or a US company can open a company in Uzbekistan without a local partner. The usual vehicle is a limited liability company (LLC, in Uzbek MChJ) that can be 100% US-owned and can have a single participant (Art. 8 of Law ZRU-1137, in force since 22 July 2026). Once a complete filing is in the state system, registration takes no more than 30 minutes under the state registration rules; the weeks go into apostilled US paperwork, translation, the bank account and the director's immigration status. Since 1 January 2026 US citizens can stay in Uzbekistan for up to 30 days without a visa, and a July 2026 amendment lets applicants in the United States file for registration through the us-uz.gov.uz platform.

This guide covers what is specific to Americans; the general procedure is in our guide to registering an LLC with a foreign founder.

Key points

• An LLC is the default vehicle. One founder is enough, but an LLC may not have as its sole participant another company consisting of one person, unless it is a joint-stock company with one shareholder (Art. 8 of ZRU-1137). If your US parent is a single-member LLC, resolve this first.
• Apostille, not legalization. Uzbekistan joined the Hague Apostille Convention with effect from 15 April 2012; the United States has been a party since 1981 and is not among the states that objected to Uzbekistan's accession.
• Up to 30 days without a visa for US citizens since 1 January 2026 (Decree UP-203); register your stay within 3 working days.
• A corporate founder means a hired director. The 3-month work permit exemption is written for founders of foreign and joint enterprises, "including first heads". It is unclear whether it reaches a director your US corporation appoints who is not a founder personally, so plan a work permit for that person from day one.
• Plan for 10% on dividends to the US. The IRS applies the 1973 US–USSR treaty to Uzbekistan, but it has no dividend article, and the Uzbek Tax Committee's treaty table does not list the US.
• Banks will ask about US persons. A Model 1 FATCA agreement has been in force since 7 July 2017, and Uzbek banks must identify who owns and controls the client.

Which vehicle fits an American investor

Under the Civil Code (Art. 47), a representative office represents and protects a company's interests, while a branch performs all or part of its functions. Neither is a legal entity, and their heads act under the parent's power of attorney.

The LLC law sets no general minimum capital: a minimum may come from licensing requirements, and each participant pays in within the term set in the charter, at most one year after registration (Art. 15 of ZRU-1137). The registration rules, however, still list a minimum of 400 million UZS (200 million UZS in Karakalpakstan and Khorezm) for enterprises with foreign investments (Annex 11, restated in March 2024). Under Art. 3 of the Investment Law, that term covers a company whose capital is at least 15% foreign investment, which a 100% US-owned LLC meets, while the rules also name a separate category, enterprises with participation of foreign capital (para. 13). The rules have not been aligned with the 2026 LLC law, so settle the category and the capital amount before filing. More on the new law is in our article on ZRU-1137.

Documents from the US: apostille, good standing, translation

Both countries are parties to the Apostille Convention (HCCH status table), so a US public document needs an apostille, not consular legalization. Federal documents are apostilled by the US Department of State's Office of Authentications, state documents generally by the Secretary of State of the issuing state (HCCH). Delaware, for example, apostilles only documents signed by a Delaware notary or public official, and not federal documents or documents notarized remotely or electronically (Delaware Division of Corporations). A board resolution signed before a California notary is therefore apostilled in California, not Delaware.

In practice, US documents are translated into Uzbek and certified by a notary in Tashkent; check the format with the registrar and your bank first.

There are three ways to file. Online, the request must carry the foreign founders' electronic digital signature (para. 13). In person, a representative files at a Public Services Center under a power of attorney (para. 31). And under Cabinet of Ministers Resolution No. 393 of 20 July 2026, applicants in the United States may file through us-uz.gov.uz, the portal of the American-Uzbek Business and Investment Council, with processing in the same state system (para. 4). As of October 2026 its public pages do not describe the procedure, so ask the operator whether it covers your structure.

Entering Uzbekistan and the director's work permit

Under Decree UP-203 of 3 November 2025, US citizens may stay in Uzbekistan without a visa for up to 30 days from 1 January 2026 (gov.uz). That covers meetings and signing, not running the company: a foreigner registers at the place of stay within 3 working days of entry (Law ZRU-1074, Art. 7), and working requires a work permit, formally a confirmation of the right to work, or an exemption. For a posting longer than 30 days, plan the director's visa or residence status together with the work permit.

Founders of foreign and joint enterprises, "including first heads", may work without the confirmation for up to 3 months from the date of the employment contract (Annex 20 to CMR No. 86). A corporation cannot be a director itself, so the person it appoints is a hired employee, and the text does not say clearly whether such a director is covered. Plan to obtain the confirmation before that director starts work. Details are in our work permit guide; in brief, at a BRV of 440,000 UZS:

Bank account, FATCA and beneficial owners

Uzbek banks must identify the owner or controlling person of a corporate client through its ownership and management structure, and must refuse to open an account if due diligence cannot be completed (Law No. 660-II, Arts. 7 and 15). Expect to show the chain up to the individuals who control your US parent, and, because of the FATCA agreement (US Treasury), FATCA self-certification forms with US taxpayer identification numbers. Some banks want the director in person, so plan the trip around this step.

US reporting may be triggered as well, for example an FBAR for a US person with a financial interest in or signature authority over foreign accounts above USD 10,000 in total (FinCEN), and Form 5471 for certain US officers, directors and shareholders of certain foreign corporations. Coordinate with your US CPA on which filings apply; we advise on Uzbek law only.

Taxes in Uzbekistan and profit sent to the US

Is there a US–Uzbekistan tax treaty? The IRS lists Uzbekistan among the former Soviet republics covered by the 1973 US–USSR treaty (IRS). The treaty is narrow: Article III leaves royalties and certain other income to the recipient's country, but there is no dividend article (treaty text). The Uzbek Tax Committee's table of treaty rates covers 55 countries and does not include the United States. So plan dividends at 10%, and before relying on the treaty for royalties, get a written opinion: the Uzbek company that withholds the tax carries the risk. See also dividends to a foreign participant.

Currency control and profit repatriation

Under Art. 17 of the Investment Law, an investor may transfer income abroad without restriction after paying taxes; transfers may be suspended in listed cases, such as the company's insolvency, a violation of creditors' rights, offenses by an individual investor, or a court or arbitral decision. The Foreign Exchange Operations Rules No. 3281 let non-residents buy currency to repatriate investment and income without restriction, and the bank may request supporting documents. Art. 19 adds 10 years of protection against adverse changes in the law, counted for a new company from its registration date: if later legislation worsens the conditions in one of the listed ways, such as new repatriation hurdles, caps on foreign shareholdings, a higher minimum foreign investment or extra visa procedures for investors, the law in force on the investment date applies. This protection does not cover every unfavorable change, or legislation tied directly to national security.

Sanctions screening for US persons

Uzbekistan is not a sanctioned jurisdiction: none of the programs on OFAC's list is named for it. US persons still may not deal with blocked persons anywhere, and an entity owned 50% or more in the aggregate by blocked persons is itself blocked (OFAC FAQ 401). With Russia-related programs active, screen counterparties, their owners and regional supply chains, and add sanctions clauses to contracts: routine compliance, not a reason to avoid the market.

Realistic timeline

As a planning figure, allow 4–8 weeks from the decision to an operating company with a bank account.

Worked example: a Delaware C-corp hires 5 developers in Tashkent

The example is illustrative, with fees as of October 2026. A Delaware C-corporation sets up a Tashkent subsidiary with five local developers and sends its engineering manager, a US citizen, to run it.

• Vehicle. A 100% LLC with the Delaware corporation as sole participant, checked against Art. 8 first, since the law does not address foreign forms. After registration the LLC applies for IT Park status.
• Documents. A Delaware certificate of good standing and a certified copy of the certificate of incorporation, apostilled in Delaware, plus a board consent and a power of attorney signed in person before a notary and apostilled in that notary's state.
• Filing. A representative files in Tashkent, or the parent uses us-uz.gov.uz, choosing the tax regime and naming the individuals who control the parent as beneficial owners.
• Director. The manager is a hired director, not a founder. With a degree, 6 years of experience and USD 48,000 a year, she is a qualified specialist: 1,320,000 UZS, up to 3 years. She enters without a visa, registers her stay within 3 working days and starts work once the confirmation is issued; because the posting outlasts the 30 days allowed without a visa, the company also arranges her longer-term visa status.
• Developers. Five Uzbek citizens need no work permits.
• Money. The parent pays the LLC for development services, which is export revenue. If the LLC is an IT Park resident with exports above 50%, a dividend of 2 billion UZS bears 100 million UZS of tax instead of 200 million UZS.
• US side. The parent coordinates US filings with its CPA, including whether the manager needs an FBAR if she has signature authority over the LLC's accounts.

How Pactum helps

Pactum is a legal services company with lawyers in Tashkent. For US founders we:

• Choose the vehicle and tax regime and check the ownership and capital rules against your structure.
• Prepare resolutions and powers of attorney that work for your state's apostille, and arrange translations.
• Draft the charter under ZRU-1137, file for registration and support the bank account opening.
• Plan the director's work permit or exemption, and IT Park residency where it fits.
• Register your trademark in Uzbekistan, from 6,000,000 UZS.

Company registration starts from 1,500,000 UZS. Prices exclude state fees; the final price and timeline are fixed in a written proposal after we review the task. Start with the company formation page or book a lawyer consultation: 60 minutes, 300,000 UZS, credited toward the service.

FAQ

Can a US citizen own 100% of a company in Uzbekistan?

Yes. LLC participants can be legal entities and individuals, and one person can found an LLC (Art. 8 of ZRU-1137); no local co-owner is required. Licensing requirements can add conditions such as minimum capital.

Do I have to travel to Uzbekistan to register the company?

Not for registration itself: a representative can file under an apostilled power of attorney, or you can use us-uz.gov.uz under the July 2026 amendment (ask the operator how it works for your structure). Plan a trip for the bank and the director's start.

Is there a tax treaty between the US and Uzbekistan?

The IRS applies the 1973 US–USSR treaty to Uzbekistan, but it has no dividend article, and the Uzbek Tax Committee's treaty table does not list the US. Plan for 10% on LLC dividends, or 5% through IT Park with exports above 50%.

How long can I stay in Uzbekistan without a visa?

Up to 30 days, under the rule for US citizens in force since 1 January 2026. Register your stay within 3 working days, and obtain a work permit or rely on an exemption before you start working.

Is there a minimum capital for a US-owned company?

The LLC law has no general minimum, and contributions are due within a year of registration. The registration rules still list 400 million UZS for enterprises with foreign investments, a definition a 100% US-owned LLC meets, and they have not been aligned with the 2026 LLC law, so settle the category and the amount before filing.

Can my US single-member LLC be the sole owner of the Uzbek company?

Possibly not: an Uzbek LLC may not have as its sole participant another company consisting of one person, unless it is a joint-stock company with one shareholder (Art. 8 of ZRU-1137). The law does not address foreign forms; a second participant removes the question.

Do I need OFAC screening for Uzbek partners?

Yes. There is no OFAC program for Uzbekistan, but US persons may not deal with blocked persons or entities they own 50% or more in the aggregate, so screen counterparties and their owners before signing.

Sources

• Law ZRU-1137 of 21 April 2026 on LLCs, Arts. 7, 8, 15, 71
• Regulation on state registration of business entities, CMR No. 66, paras. 4, 12, 13, 31, Annexes 3, 5, 11
• Investment Law ZRU-598, Arts. 3, 17, 19
• Civil Code, Art. 47
• Tax Code, Arts. 258, 337, 353, 382, 461, 462, 467, 483
• Decree UP-100 of 26 May 2026
• Annex 20 to CMR No. 86 on work permits
• Law ZRU-1074 on registration of stay, Art. 7
• Law No. 660-II on countering money laundering, Arts. 7, 15
• Foreign Exchange Operations Rules No. 3281
• gov.uz: Decree UP-203 on the visa exemption for US citizens
• Tax Committee: international tax treaties
• us-uz.gov.uz: American-Uzbek Business and Investment Council
• HCCH: Apostille Convention status table and US competent authorities
• Delaware Division of Corporations: apostilles
• IRS: Uzbekistan tax treaty documents and 1973 US–USSR treaty
• US Treasury: FATCA agreements
• FinCEN: FBAR and IRS: Form 5471
• OFAC: sanctions programs and FAQ 401

Quotations from lex.uz acts are our own translations. The information is current as of October 2026 and is not US tax advice.