Opening a Branch or Representative Office in Uzbekistan: Documents Your Notary Will Need

Why You Need a Notary When Opening a Branch or Representative Office

When a company decides to expand its operations by establishing a branch or representative office — whether elsewhere in Uzbekistan or as a foreign entity entering the market — one of the first practical questions is: what role does a notary play? In short: a notary certifies the authenticity of authorised signatories' signatures, confirms the accuracy of copies of constitutional and corporate documents, and formalises powers of attorney for the heads of the new entity. Without these certified documents, the registration authority will typically refuse to accept your filing.

Key points to bear in mind:

• A branch and a representative office are distinct legal forms under Uzbek law, but the notarial document package required for each is largely the same.
• A power of attorney for the head of the branch or representative office must be notarially certified — no exceptions.
• Copies of the parent company's constitutional documents must be notarially certified.
• Always confirm the current list of required documents and applicable fees with your notary on the day of your appointment, as requirements and tariffs are reviewed periodically.

---

Branch vs. Representative Office: What the Distinction Means for Notarisation

A branch carries out all or part of the parent company's functions and may engage in commercial activity. A representative office, by contrast, may only represent the company's interests and is not authorised to conclude transactions independently. For notarial purposes, the critical difference lies in the scope of authority set out in the power of attorney and the internal regulations of the entity. In my practice I always ask clients to settle this question before their appointment: the legal form directly affects the wording of the power of attorney and the set of documents that need to be certified.

---

Documents That Require Notarial Certification

---

What to Bring to Your Notary Appointment

• Original charter (articles of association) together with all registered amendments
• Current extract from the Unified State Register of Legal Entities of Uzbekistan (or equivalent register of the parent company's home jurisdiction)
• Minutes or resolution of the competent governing body establishing the branch or representative office
• Approved internal regulations of the branch / representative office
• Details of the proposed head of the entity (passport, position, scope of authority)
• Passport of the representative of the parent company authorised to sign the documents
• Company seal, if one is used

I recommend preparing several sets of copies in advance: one set remains in the notarial archive, and the remaining sets will be needed for the registration authority and your internal records.

---

Additional Requirements for Foreign Companies

If the parent company is incorporated abroad, all foreign-issued documents will generally need to be legalised or apostilled before they can be used in Uzbekistan, and then translated into Uzbek or Russian — with the translation itself subject to notarial certification. In my experience, this stage is the single most common cause of delays, sometimes pushing back the opening of a representative office by several weeks. I strongly recommend clarifying these requirements well in advance of your planned registration date.

---

FAQ: Common Questions About Opening a Branch

Is a notarised power of attorney required if the branch manager is already an employee of the parent company?

Yes. An employment contract is not a substitute for a notarially certified power of attorney. The head of a branch or representative office acts on behalf of the legal entity, and their authority must be confirmed in precisely this form.

Can documents be certified by any notary, or must it be the notary at the company's registered address?

In most cases, any notary in Uzbekistan may act. However, if the documents are being submitted to a specific authority, check that authority's requirements first: some prefer — or require — certification by a notary at the company's place of registration or the location of the branch.

How much does notarial certification cost for branch-related documents?

Always confirm current fees with your notary on the day of your appointment, as tariffs are revised periodically. The cost depends on the type of notarial act (signature certification, copy certification, power of attorney) and the number of pages involved.

How long is a power of attorney for a branch manager valid?

The validity period is stated in the power of attorney itself. If no period is specified, the default rule under Uzbek law is one year from the date of issue. I recommend stating a specific term that reflects the company's actual operational needs.

Does the branch's internal regulations document itself need to be notarially certified, or only the signature on it?

This depends on the requirements of the registration authority. In most cases a notarially certified copy of the approved regulations is sufficient. Clarify this point before your notary visit to avoid having to redo documents.

---

> Please note: This article is for general information purposes only and does not replace individual notarial advice. The specific list of documents, procedure, and applicable fees may vary depending on your particular circumstances. Always verify current requirements directly with your notary.

---

Consult a Notary in the Yunusabad District of Tashkent

If you are planning to open a branch or representative office in Uzbekistan and want to ensure your notarial document package is prepared correctly, please contact my notarial office in the Yunusabad District of Tashkent. I will help you navigate the requirements, draft an accurate power of attorney, and certify all necessary documents efficiently.