Registering an LLC with a Foreign Founder in Uzbekistan: A Step-by-Step Guide

Can a Foreign National or Company Set Up an LLC in Uzbekistan?

Yes — and this is one of the most frequent questions we receive from international clients. Uzbekistan's legislation expressly permits foreign individuals and legal entities to found a limited liability company (LLC, known locally as an *OOO*) on equal footing with local residents. The foreign ownership stake can range from a minority interest all the way to 100% of the charter capital. This makes the foreign-founded LLC the most common entry vehicle for international businesses looking to establish a presence in Uzbekistan.

Key points at a glance:

• A foreign founder — whether an individual or a corporate entity — may hold 100% of an Uzbek LLC.
• Charter capital must meet the prescribed minimum; the exact threshold varies by industry and should be verified at the time of filing.
• All incorporation documents of the foreign participant must be notarised and apostilled (or consularly legalised) in their country of origin.
• Registration is processed through the government portal my.gov.uz; the statutory processing period is set by law — please verify the current timeframe at the time of your application.

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Who Qualifies as a Foreign Founder?

A foreign founder may be:

• An individual — a citizen of another country or a stateless person.
• A legal entity — a company incorporated abroad: a corporation, Ltd, GmbH, joint-stock company, or equivalent.

In our practice, the most common structure involves a mixed participant base: one or more foreign founders alongside a local Uzbek partner. This often accelerates the operational launch, as the local partner understands the market and regulatory environment. That said, 100% foreign-owned LLCs are entirely lawful and widely used.

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Registration Steps: Documents and What to Watch Out For

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Special Considerations for a Corporate Foreign Founder

When the founder is not an individual but a foreign company, the document package expands significantly. You will need: a certificate of good standing or extract from the commercial register of the country of incorporation, the foreign company's constitutional documents (articles of association or equivalent), and evidence of the signatory's authority (board resolution or power of attorney). All documents must be apostilled or consularly legalised, depending on whether the issuing country is a signatory to the Hague Apostille Convention. Translations into Uzbek must be notarised in Uzbekistan.

We recommend beginning preparation of this package 4–6 weeks before your intended filing date: bureaucratic timelines differ considerably across jurisdictions, and delays are common.

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Director and Corporate Governance

The director (general manager) of an Uzbek LLC may be either an Uzbek citizen or a foreign national. If the director is a foreign citizen, a work permit will generally be required, unless a bilateral agreement between Uzbekistan and the director's home country provides otherwise. This is an important distinction: registering the LLC and the foreign director's legal right to actually work in Uzbekistan are two separate legal matters.

When a non-resident director is appointed, we typically advise resolving their permit status in parallel with the registration process, so the company does not face administrative consequences shortly after opening.

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Practical Checklist for a Foreign Founder

• [ ] Determine the corporate structure and participant composition
• [ ] Prepare and apostille personal / corporate documents in the country of origin
• [ ] Obtain notarised Uzbek translations of all foreign documents
• [ ] Draft the LLC Charter in accordance with Uzbek law
• [ ] Secure a registered legal address (own/leased office or a professional registered address service)
• [ ] Determine the charter capital amount and the source of funds
• [ ] Resolve the director appointment and, if necessary, their work permit
• [ ] Submit the application and await the certificate of registration
• [ ] Open a current account with an Uzbek bank
• [ ] Complete tax registration (automatic when filing via the portal)

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Frequently Asked Questions

Does the foreign founder need to be physically present in Uzbekistan?

No. The founder may act through a representative under a notarised power of attorney. This is standard practice for our international clients.

Are there restrictions on business activities for foreign-owned companies?

Certain licensed and strategically sensitive sectors may require special approvals or impose caps on foreign ownership. The list of such sectors should be reviewed against your specific intended activity before incorporation.

Can profits be freely repatriated abroad?

Uzbekistan permits the repatriation of dividends and profits, but the procedure is governed by foreign exchange legislation. We recommend verifying the current conditions with your bank and a tax adviser before commencing operations.

How long does registration take?

The state registration itself, when documents are filed correctly, is completed within the statutory timeframe. In practice, the bulk of the time is spent on preparing and apostilling foreign documents (4–6 weeks) and opening a bank account (1–3 weeks, depending on the bank).

Is a registered legal address in Uzbekistan required?

Yes. An LLC must have a registered address on the territory of Uzbekistan. This may be an owned or leased office, or an address provided through a professional registered agent service.

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> Disclaimer. This article is for general informational purposes only and does not constitute individual legal advice. Legislation and regulatory requirements are subject to change; we recommend obtaining current professional advice before making any decisions.

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If you are planning to incorporate a company in Uzbekistan with a foreign founder, the Pactum team is ready to guide you through the entire process — from structuring your investment vehicle to receiving your certificate of registration and opening your bank account. Book a consultation and we will analyse your specific situation individually.