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Priced by scope of work

Company formation in Uzbekistan for foreign founders

Choosing the form of presence, a charter drafted under the new law, the tax regime from day one and preparation for opening a bank account — one provider instead of three.

  • General minimum abolished, but a foreign share of 15%+ means 400 million soum
  • A new LLC law has applied since 22 July 2026
  • The tax regime is chosen upfront, not “sorted out later”
In brief

What does a foreigner need in order to open a company in Uzbekistan?

A foreign founder in Uzbekistan most often incorporates a limited liability company. The general requirement for a minimum charter capital for LLCs, joint-stock companies, business partnerships and family enterprises was abolished by Law No. ZRU-531 of 20 March 2019. For an enterprise with foreign investment (a foreign share of at least 15%), however, the current Annex 11 to the State Registration Regulation names a minimum of 400 million soum, or 200 million in Karakalpakstan and Khorezm, and lower capital is a ground for refusal. From 22 July 2026 LLCs are governed by the new Law No. ZRU-1137 of 21 April 2026, so the charter is worth drafting under that law rather than under the repealed 2001 statute. The number of participants may not exceed fifty. The tax regime should be chosen before registration: from 1 June 2026 the threshold for moving to general taxation is 12,000 base calculation units.

Where money is lost

What usually goes wrong

These are not abstract risks but the decisions that cost real money in the first year of a company's life.

The form of presence is chosen on a friend's advice

A representative office may not carry on commercial activity, while a branch and a subsidiary differ in taxation and liability. Reversing the decision after registration costs more than making it properly at the start.

Common mistake: The decision is taken before the objective is stated: selling, manufacturing, hiring people or merely representing interests are different structures.

Capital is calculated from an outdated guide

The company either locks up money nobody requires of it, or is refused registration because its capital is below the requirement for an enterprise with foreign investment or for its licensed activity.

Common mistake: People rely on English-language guides quoting figures such as USD 13,000. The general minimum was abolished in 2019, but with a foreign share of 15% or more Annex 11 to the State Registration Regulation names 400 million soum (200 million in Karakalpakstan and Khorezm), on top of any licensing requirements for the activity.

A template charter is adopted and then forgotten

A year later it turns out the charter says nothing about how decisions are taken, how a participant exits or how major transactions are approved — and since 22 July 2026 the law offers possibilities a template simply does not contain.

Common mistake: The charter is treated as a registration formality rather than the document by which a dispute between participants will be resolved.

The tax regime is chosen after the first filing

For the first months the company operates on the wrong regime, and fixing it retrospectively means recalculations and amended returns.

Common mistake: Registration and tax are handled by different providers who never speak to each other.

Outcome

What you get

Choosing the form of presence

Subsidiary LLC, branch or representative office — assessed against your objective: what each may do, how it is taxed, who carries liability.

A charter under the new law

Not a template, but a charter drafted under Law No. ZRU-1137: how decisions are taken, how a participant exits, how transactions are approved.

Registration

Preparing the document set, filing and following it through to legal-entity status.

Tax regime from day one

A calculation of what works better at your turnover and activity, and the election made upfront rather than after the first filing.

Director, signatures, bank account

Appointing the manager, documenting authority and preparing for account opening, including the bank's compliance questions.

What happens next

A calendar of the company's first obligations, so year one does not open with a notice of discrepancy.

How we work

How it works

  1. 011 day

    Understanding the objective

    What the company will do, who the participants are, where the funding comes from, whether licences and staff are needed. That drives both the form and the regime.

  2. 023–5 days

    Structure and documents

    Choosing the form, drafting the charter and founders' resolutions, checking the requirements for your activity.

  3. 03

    Registration

    Filing the documents and following through to legal-entity status.

  4. 04

    Launch

    Tax regime, appointment of the director, preparation for account opening and the calendar of first obligations.

Legal basis

What the law says

Every point links to the primary source so you can check it yourself.

  • The requirement for a minimum charter capital when registering joint-stock companies, limited and additional liability companies, business partnerships and family enterprises was abolished by Law No. ZRU-531 of 20 March 2019; a minimum may be set only by licensing requirements.

    Law No. ZRU-531 of 20.03.2019, lex.uz
  • For enterprises with foreign investment, Annex 11 to the Regulation on the State Registration of Business Entities (Cabinet of Ministers Resolution No. 66, as amended by Resolution No. 165 of 28 March 2024) sets a minimum charter capital of 400 million soum, or 200 million soum in the Republic of Karakalpakstan and Khorezm region; charter capital below that amount is a ground for refusal of registration (paragraph 40 of the Regulation).

    Cabinet of Ministers Resolution No. 66, Annex 11 and paragraph 40, lex.uz
  • An enterprise with foreign investment is one in which foreign investment accounts for at least 15% of the shares (interests, units) or of the charter capital (article 3 of Law No. ZRU-598 of 25 December 2019).

    Law No. ZRU-598 of 25.12.2019, article 3, lex.uz
  • From 22 July 2026 limited liability companies are governed by the new Law No. ZRU-1137 of 21 April 2026; law 310-II of 6 December 2001 ceased to apply.

    Law No. ZRU-1137 of 21.04.2026, lex.uz
  • The number of participants in a limited liability company may not exceed fifty (article 8).

    Law No. ZRU-1137, article 8, lex.uz
  • From 1 June 2026 the threshold for mandatory transition to general taxation is 12,000 base calculation units.

    Presidential Decree No. PF-100 of 26.05.2026, lex.uz
Next step

Tell us what you want to set up

We will go through your situation, tell you what can realistically be done and by when, and name a price once we understand the scope. Any figure before that would be made up.

Want to talk it through with a lawyer first?

60-minute consultation — 300 000 UZS, paid in advance. The fee is credited toward the service if you go ahead.

Book a consultation

By sending the request you agree to the processing of your personal data and its transfer to a partner lawyer to respond, and to the privacy policy.

We name a price once we understand the scope of work.

Questions

Frequently asked questions

What minimum charter capital does a company in Uzbekistan need?
There is no general minimum: the requirement for LLCs, JSCs, business partnerships and family enterprises was abolished by Law No. ZRU-531 of 20 March 2019. For an enterprise with foreign investment (a foreign share of at least 15%), however, the current Annex 11 to the State Registration Regulation names a minimum of 400 million soum, or 200 million in the Republic of Karakalpakstan and Khorezm region, and capital below that is a ground for refusal of registration (paragraph 40). The requirement is contestable: the 1996 decree the figure came from lapsed in 2021. But while the Annex is in force we plan for it and check with the registering authority before filing. If the activity is licensed, we also check the licensing minimum.
Subsidiary, branch or representative office — which one?
It depends on whether you will carry on commercial activity. A representative office may not: it represents the interests of the parent company. A branch and a subsidiary differ in taxation and in where liability sits. The choice follows the objective rather than a default.
How many participants may an LLC have?
No more than fifty. If that is exceeded, the company must convert into a joint-stock company or a production cooperative within one year.
Can a company be registered without travelling to Uzbekistan?
It depends on the bank and on the composition of participants: some steps can be done under a power of attorney, while a bank may require the authorised signatory to appear in person to open the account. We tell you this before we start, not after registration.
When should the tax regime be chosen?
Before registration. From 1 June 2026 the threshold for general taxation is 12,000 BCU; below it a company may stay on turnover tax. The choice affects your contract pricing from day one.
How much does registration cost?
It depends on the form of presence, the number of participants, whether a licence is required and whether the charter has to reflect a specific arrangement between participants. We name a price after understanding the objective.
Why this can be entrusted to us

Verifiable facts about us

No testimonials and no case studies here: they cannot be verified. Only what you can confirm yourself.

  • We checked the 400 million soum figure for enterprises with foreign investment against the primary source: it sits in Annex 11 to the Regulation approved by Cabinet of Ministers Resolution No. 66 (as amended on 28.03.2024), and paragraph 40 makes lower capital a ground for refusal. The 1996 decree it came from lapsed in 2021, so the requirement is disputable — but we do not plan capitalisation without it and check with the registering authority before filing.
  • Every rule links to the act on lex.uz with the date it was checked: the LLC law changed on 22 July 2026 and the tax threshold on 1 June 2026.
  • Pactum is a legal services platform for Uzbekistan: 5,042 services in the catalogue, and your request is routed to a specialist in the relevant practice area.

This material is for information only and is not legal advice on your particular situation. Rules change — check the current wording via the links to the primary sources above. To have your case assessed, send a request.