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Introduction

Uzbekistan's monetary scene is different and prospering, with striking development across different areas like horticulture, materials, and mining. An endeavour-friendly environment has been created by the jurisdiction's dedication monetary shifts and recruiting transnational speculation, providing new entities with significant advantages.

The legislation model for company registration in Uzbekistan is constructed to safeguard financiers inclinations while simultaneously processing business expansion. Possessing a business registered in Uzbekistan can be a great concept for financiers from the CIS. Uzbekistan's economy is widely regarded as among the great diversities in Central Asia. The government of Uzbekistan is centred on boosting entrepreneurial activity, luring speculation to various regions, and maintaining steady economic growth. Building a potential speculation scope is needed to achieve these objectives. Thus, specialists are executing a few administrative revisions to initiate the homegrown sector to transnational financial backers.

This publication provides specifics on the lawful categories that expats can use to register a company in Uzbekistan and the fundamental mandates for acting so. To lawfully start business in Uzbekistan, you must first enrol your trade. It presents your firm with a legislative identity, allowing it to enter into agreements and safeguarding your organisation name. Additionally, it ensures conformance with regional regulations, statutes and legislations, strengthening your company's reputation.

Foreign Direct Investment Policy in Uzbekistan

The Republic of Uzbekistan's administration has centered on drawing in foreign direct investment to Uzbekistan, perceiving the fundamental job of private area contribution in driving monetary development. The government introduced additional impost incentives in 2020 to improve the business climate. The new Tax Code, which went into effect on January 1, 2020, cut corporate and individual income levies by nearly half and made it simpler for private entrepreneurs to record levies.

The "Law on Investments and Investment Activities," which went into effect on January 27, 2020, prevented investments from being nationalized and made it possible to freely withdraw money from Uzbekistan. Except for strategically important sectors like energy, telecommunications, transportation, and mining, transnational sponsors are exempt from any restrictions imposed by the law in any sector of the national economy, regardless of where they reside or where they are originally from.

Key Areas Attracting FDI in Uzbekistan

Energy Field

The energy sector is extremely appealing to transnational financiers due to Uzbekistan's wealth of natural assets, particularly oil and gas. To explore and enhance these resources, the government has authorised many undertakings with international energy companies.

Food Production

It is a major producer of cotton, fruits, and vegetables due to its fertile soil and possible climate. To boost agricultural productivity and export potential, the jurisdiction proactively encourages transnational speculation.

Manufacturing

An imperative quantity of transnational stock has been invested in the production field, particularly in electronics, automotive, and textiles. The government's industrial policy targets to make a more diverse economy and less dependent on exports of raw goods.

Tourism

The great cultural roots of travelling in Uzbekistan, incorporating historic cities like Samarkand and Bukhara, offers imperative possibilities for tourism facility and service investments.

Why invest in Uzbekistan?

There are a quantity of major merits to launching a project in Uzbekistan with an investment:

  • One of Central Asia's most diverse economies can be found in Uzbekistan.
  • The territory possesses a lot of knowledge and human resources.
  • Strategically, the territory is a gateway to Central Asia's imperative sectors.
  • It has a robust transportation facility.
  • As indicated by worldwide rating offices, Uzbekistan's monetary framework is steady.
  • Financial resources are easily accessible due to organizations like the Fund for Reconstruction and Development of the Republic of Uzbekistan, which aids drive modernization and effective speculation policies.

Registration of a company in Uzbekistan: market possibilities

Uzbekistan offers numerous potentials in distinct industries as part of its effort to diversify its economy. The public authority is effectively attempting to upgrade the venture environment through digitalisation, enhancement of public administrations, and the smoothing out of the permitting  framework, among different drives. It is helpful to know that there are promising prospects in several key areas for persons who are thinking about starting a business in Uzbekistan.

State-owned banks are modernizing their customer service systems, moving to international financial reporting standards, and enhancing trade control in an effort to increase their appeal to financiers from other nations.

By 2030, oil and gas investment projects in Uzbekistan's oil and gas area are anticipated to attract speculations worth approximately 36.5 billion USD from a range of sources. These undertakings might introduce trade valuable potentials for providers of invention, transportation, oil and gas refining, and oil administrations.

Another exciting endeavor is to establish an IT company in Uzbekistan. Heightened request for IT solutions in both the public and private areas of the pecuniary field is being progressed by a comprehensive jurisdiction program targeted at modernizing the interactions facilities and advancement of the national information and communication system.

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Categories of Entity

The statutes of the Republic of Uzbekistan impose no hurdles on the schemes of transnational establishments within its limits, whether they are operating as:

  • Sole Proprietorships
  • Partnerships
  • Limited Liability Companies
  • Joint Stock Companies 
  • Branches or Representative Offices.
1

Sole Proprietorship

The effortless trade framework is the sole proprietorship, which is suited for solo businessmen and small enterprise. It offers the possessor whole administration over the trade and has some statutory requirements.

2

Partnership

Partnerships can be general or limited in Uzbekistan. The associates in general affiliations split obligations. Furthermore, limited partnerships permit partners to limit their accountabilities to the quantity they possess invested in the firm.

3

Limited Liability Company (LLC)

As a result of its adaptable organisational arrangement and LLC security, an LLC is a preferred trade structure. It requires at least one founder and grants numerous merits, such as impost merits and simplify oversight. It is recommended to establish an LLC in Uzbekistan with all transnational ownership. This sort of trade entity is among the most widely recognized authoritative documents for trade ventures. A LLC should have somewhere around one chief and one pioneer. The founding indentures specify the worth of the stocks that make up the permitted stake. The possessors are only responsible for losses up to the worth of their corporate prerogatives, and they are not individually accountable for the venture's responsibilities.

Advantages of an LLC

  • Limited Liability: Financiers are only liable up to the quantity of their investment.
  • Simplified Management: Fewer corporate formalities and requirements relative to other venture forms.
  • Flexibility: Easy to add or remove members.
4

Joint-Stock Company

Open JSCs permit public share trading, whereas closed companies do not. Larger corporations looking to acquire stock via the stock market will gain from this structure.

The authorized capital of the JSC is divided into shares, which certify the JSC's obligations to shareholders. The JSC is an economic entity. Min. can establish an Uzbek joint stock company. One shareholder (can be a natural person or an authorised entity, regardless of residency requirement) If the investor intends to sell shares to the general public, JSC is the better option. In general, this is a venture with a complicated arrangement and oversight. Its laws specify how stakes can be issued and specifics can be splitted, among other things.

Merits of a JSC

  • Ability to issue shares to the public or private financiers.
  • Shares can be transferred without affecting the company's schemes.
  • The firm continues to exist even if ownership changes.
5

Branch and Representative Offices

Uzbekistan offers branch or representative offices for transnational corporations to explore market opportunities without establishing full-scale operations. These offices cannot be directly involved in trading schemes because they are based on specific regulations.

6

Benefits of  Branch and Representative Offices

  • Direct Venture Activities: Branch offices in Uzbekistan can involve in direct venture activities, incorporating sales and contracts, warranting them to generate revenue and operate as an Development of the holding corporation.
  • Simplified Management: A branch office operates under the same legal identity as its holding organisation, simplifying oversight procedures. This can lead to streamlined decision integration of corporate policies.
  • Brand and Network Building: By building an RO, companies can develop their firm and create a web of contacts in Uzbekistan. This can be significant for creating brand knowledge and creating a local presence.
  • Lower Operational Costs: Since representative offices do not engage in direct commercial activities, they often have lower operational costs compared to branch offices or subsidiaries. This makes them a cost-effective way to maintain a local presence.
  • Regulatory Advantages: Representative offices may face fewer regulatory requirements compared to branch administrations or subsidiaries, as they do not generate revenue or engage in sales schemes. This can simplify adherence and minimise hassles with administration.

Opening a company in the SEZ of Uzbekistan

A country's designated SEZ aims to encourage regional development and lure global speculation by operating under distinct economic ordinances. The Law "On Unique Monetary Zones" was sanctioned on 17 February 2020. An SEZ is a region with specific boundaries and a distinct legal framework that is intended to lure both domestic and transnational speculations, cutting-edge technologies, and managerial expertise to progress the territory's socioeconomic enhancement.

Categories of Special Economic Zones

The law outlines five distinct types of FEZ:

  • Free Economic Zones
  • Special Scientific and Technological Zones
  • Tourist and Recreational Zones
  • Free Trade Zones
  • Special Industrial Zones
Free economic zone

A free economic zone is a designated area targeted at fostering the creation of new manufacturing units, advancing high-tech production, and promoting the building of modern, competitive, import-substituting, and export-oriented industrial goods. Additionally, it supports the generation of manufacturing, engineering, communications, road transport, social infrastructure, and logistics services.

Special scientific and technological zone

An extraordinary logical and mechanical zone is a region intended to focus logical and different associations participating in logical exercises. The objective is to cultivate a creative foundation, which incorporates innovation parks, innovation dispersion communities (for innovation move), development bunches, venture reserves, trade hatcheries, and comparative elements.

Tourist and recreational zone

An area designed particularly to lure speculation or the building of modern tourism infrastructure is known as a tourist and recreational zone. Hotels, cultural and recreational sites, shopping and entertainment centers, and other tourist attractions fall under this category. These zones additionally highlight unique utilitarian and occasional sporting facilities intended to give every single fundamental convenience and administrations for sightseers.

Free trade zones

Consignment warehouses, regions with distinct duty rules, and areas designated for the processing, packaging, sorting, and storage of goods are all incorporated in FTZs. These areas are laid out at line designated spots, air terminals, railroad centers, or other key areas inside the traditional domain of the Republic of Uzbekistan.

Special industrial zone

A designated area known as a special industrial zone is where special regulations for management, economic, and financial activities are put into place. These zones envelop administration and creation regions, laid out by designating areas to foster fundamental statutory, logical alongside innovative, creation, designing, correspondence, street transport, and social foundation.

Opening a corporate account for a company in Uzbekistan

Step 1: Indenture Preparation

Gather all mandatory records, such as charter documents and resolutions from the founders. Guarantee they are fully completed and properly signed.

Step 2: Deliver to State Registrar

Deliver the compiled indentures to the State Registrar's office, paying the necessary application fees.

Step 3: Register for Taxes

Once your firm is officially registered, you must register with the levy authorities to comply with Uzbekistan's levy laws.

Step 4: Social Fund Application

Register your corporation with the social fund to meet social security requirements.

Step 5: Obtain Permits (if required)

Depending on your endeavour operations, you may need to acquire specific warrants from the proper supervisors.

Post-Application Procedures

  • Establishing a Corporate Bank Account

Setting up a corporate bank account is crucial for efficiently managing your corporation's finances. This step is vital for both everyday transactions and upholding monetary clarity.

  • Recruiting Staff

If your endeavour needs staff, initiate the recruitment procedure. It's pertinent to adhere to regional labour ordinances to ensure compliance.

  • Adhering to Local Legislation

Stay informed about the regional statutes pertinent to your business. Regular compliance checks are prerequisites to prevent penalties and perhaps lawful complications.

Merits of Starting a Business in Uzbekistan

Starting a business in Uzbekistan has a number of significant benefits. Examine what follows significant advantages:

Monetary Growth

The territory has experienced steady and robust pecuniary growth, paving the way for the establishment of new endeavours and the investigation of emerging possibilities. Entrepreneurs and sponsors find the nation to be a desirable destination due to its optimistic economic outlook.

Prominent Region

Uzbekistan's strategic region at the intersection of major venture routes presents significant opportunities for transnational transportation and trade companies. Due to its central location in Eurasia, it is an excellent starting point for trades looking to enter new markets.

Large Market Size

With an estimated 34 million people, Uzbekistan has a sizable market. This gives foreign trades a lot of opportunities to introduce new products and solutions and reach an advancing customer base.

Abundant Natural Resources

Numerous Natural Resources Oil, gas, minerals, and fertile agricultural land are among the abundant natural resources in Uzbekistan. Organisations in the energy, mining, and agriculture industries stand to benefit greatly from this abundance of resources.

Government Incentives

Levy breaks, customs exemptions, and simplified procedures for venture enrolment and licensing are just a few of the incentives supplied by the Uzbek territory to encourage global speculation. The aim of these incentives is to make it simpler and less expensive for international ventures to create schemes in the region.

Development Priorities

Uzbekistan has given priority to key development areas like agriculture, industry, tourism, infrastructure, and sustainable resources. Investment opportunities for both domestic and transnational sponsors can be found in these fields, which receive support from jurisdiction funding.

Reforms and Improvements

Improvements and Reforms The jurisdiction has made a number of changes to grow the economic environment, such as making IP rights stronger, reducing bureaucratic obstacles, and increasing transparency. Uzbekistan's business climate will be made more favorable by these initiatives, which will promote speculation and entrepreneurship.

Challenges in Launching a company in Uzbekistan

  1. Public Incentives and Administrative Procedure. In spite of the jurisdiction's attempts to streamline procedures, navigating Uzbekistan's bureaucratic procedures can still be demanding. Business people might experience different authoritative obstacles that require cautious administration.
  2. Cultural and Language Challenges. Managing a successful business in Uzbekistan necessitates an agreement of the country's culture and language. Media and enterprise tasks can be impacted by cultural nuances and language barriers, making it essential for trades to adapt and learn.
  3. Legislative and Statutory Landscape. Keeping up with Uzbekistan's licit and statutory framework is essential for overcoming potential obstacles. Adherence is guaranteed and ventures are assisted in navigating the complex administrative environment by staying up to date on changes to ordinances.

Company Application Process

To register a company in Uzbekistan, follow these steps to fulfil the lawful demands:

Select the Appropriate Business Structure

As an expat business owner, choose the legislative arrangement that best suits your business operations in Uzbekistan. This decision will affect your lawful roles and the enrollment sequence.

Reserve a Venture Name

If you do not have a venture name, create a unique one. Uzbek law prohibits using an existing trademark. Submit a trademark enrollment to the Patent Office of Uzbekistan to reserve your chosen name.

Prepare Legal Documents

Collect all prerequisite authorised documents, including any amendments to existing business documents. These are needed for the enrollment steps and should conform with Uzbek ordinances.

Register the trade firm

Enrol for state enrollment for your selected venture model. This step is essential for legally hiring employees and operating in Uzbekistan.

Optional: Obtain a Venture Seal or Stamp

While not necessary, you may apply for a primary seal or stamp. This can be utilised to officially certify venture documents.

Open a Corporate Bank Account

Set up a corporate bank account in Uzbekistan to manage venture transactions. Deposit the minimum required capital to begin operations. Choose a bank that meets your business needs and offers services that support your company's operations in Uzbekistan.

The main requirements for registering a company in Uzbekistan may be distinctly contingent on the chosen legal structure.

Levy aspects

Before starting a venture in Uzbekistan, it's crucial to thoroughly understand the impost framework:

CIT

Uzbekistan's Corporate Income Tax (CIT) is based on an organisation's taxable revenue, which is the net amount after subtracting deductible expenses from gross income. Any applicable exemptions supplied by the Internal Revenue Code, other laws, or presidential decrees are also taken into consideration in this calculation. Trades typically have to compensate for a standard CIT rate of 15%.

  • Variability in Impost Percentages

The corporate income impost percentages are not uniform across all sectors and can differ based on the size and category of trade. While the standard rate is 15%, different sectors may be based on levy.

  • Determining Taxable Revenue

Taxable income comprises all gains generated by an entity's operations. Corporations must precisely assess taxable income in order to adhere to impost statutes.

  • Deductions and Exemptions

Worker remunerations, utility bills, and holding depreciation are just some of the expenditures that can be constrained by trades. Additionally, certain activities or industries may be eligible for exemptions, lowering their total impost burden.

VAT

The general rate of Value Added Tax in Uzbekistan is marked at 12%. But, the exportation of specific items is excluded from VAT, providing relief for ventures involved in international trade.

  • VAT Application and Filing

Ventures with an yearly turnover surpassing a specified threshold are mandated to enrol for VAT. Once registered, they must regularly file VAT returns, which detail all sales and purchases subject to VAT.

Social Insurance Provisions

Employers in Uzbekistan are obligated to remunerate social security taxes on the part of the staff. These additions are crucial as they support pensions and other social gains for the workforce.

Additional  Levies

  • Property Tax

Organisations that possess holdings in the nation are determined by investment tax, which is calculated dependent on the worth of the holding. The standard property tax rate for legislative corporations is 1.5%.

  • Environmental Tax

Ventures involved in schemes that have an environmental impact may be mandated to remunerate environmental taxes, aimed at mitigating environmental harm.

  • Dividends and Interest

The typical tax rate on dividends and interest remunerated to expats is ten percent. But, this percentage can be reduced under the conditions of double tax treaties that the region has signed with over fifty countries. Tax returns must be reported to the Levy Management within  nine weeks of the end of the bill year.

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Accounting Requirements and Practices

General Accounting Principles in Uzbekistan

The fiscal reporting is guided by International Financial Reporting Standards (IFRS), promoting consistency and transparency in financial statements.

Accounting Standards

Endeavours should conform with local accounting standards, which are generally in tandem with international practices but may include some specific regional prerequisites.

Bookkeeping Prerequisites

Upholding accurate bookkeeping is needed for conformance. Companies are expected to keep detailed files of all fiscal tradings.

Monetary Reporting

Annual Financial Statements

Companies are obligated to plan and submit annual financial statements, which are exposed to an audit by a competent auditor.

Audit Requirements

Certain companies must undergo regular audits to verify the accuracy of their financial information and ensure adherence to regulatory standards.

Government Assistance for Foreign-owned Entities

The Uzbek government has effectively attempted to enhance and reinforce statutes and guidelines to establish a steady and impartial venture sphere for international ventures. Impost incentives in a variety of fields are available to offshore firms considering development and involvement in Uzbekistan, such as:

  • Manufacture of chemicals and petrochemicals
  • Engineering
  • Light industry
  • Food production
  • Alternative energy

Eligible companies are exempted from the following:

  • Levies on property 
  • Corporate revenues
  • Levy on social infrastructure development and enhancement
  • Necessary supports to the National Road Fund
  • Integrated imposts for micro- and small firms

Key Regulatory Bodies Engaged in Company Registration in Uzbekistan

Ministry of Justice of the Republic of Uzbekistan

The Ministry of Justice is the core statutory body overseeing the legislative parts of company registration in Uzbekistan

Positions and Obligations

  • Confirms all delivered indentures conform with authorised policies.
  • Provides official certificates confirming organisation application.
  • Monitors compliance with legislative prerequisites.
State Committee on Statistics

The State Committee on Statistics plays a vital role in the application process by maintaining accurate business records.

Functions and Importance
  • Assigns unique ID numbers to registered companies.
  • Collects data on trade functions for statistical aims.
Levy Committee of the Republic of Uzbekistan

The Tax Committee oversees tax registration and compliance for firms functioning in Uzbekistan.

Tax Registration and Compliance
  • Provides TINs to newly registered companies.
  • Guarantees firms adhere to charge guidelines and recording procedures.
Ministry of Employment and Labour Relations

This ministry is in charge of labour-related components of trade application, including social fund registration.

Social Fund Enrolment and Labour Conformance
  • Registers companies with the social fund to assert adherence with social security ordinances.
  • Supervises conformance to employment statutes.
Central Bank of Uzbekistan

The Central Bank oversees financial regulations and banking prerequisites for firms.

Monetary Regulations and Banking Mandates
  • Bank Account Opening: Sets regulations for opening corporate bank accounts.
  • Financial Monitoring: Guarantee corporations adhere to financial and banking laws.

Role of Regulatory Bodies in the Enrollment Sequences

Indenture Verification and Authorization

Supervisory bodies examine and verify all conveyed indentures to guarantee they conform to legislative and procedural guidelines.

Admittance of Enrollment Indentures

Upon approval, the Ministry of Justice challenges authorised enrollment authorization records, formalising the business's lawful position.

Controlling  and Enforcement of Adherence

Regulatory bodies continuously monitor corporations to guarantee ongoing conformance with national statutes.

Interaction Between Ventures and Regulatory Bodies

Submission of Necessary Indentures

Corporations should convey a variety of indentures, such as charter indentures, founders' resolutions, and identification papers.

Fees and Duties

Distinct bills are linked with the enrollment sequence, incorporating oversight and enrollment fees.

Plans and Facilitation Duration

The duration for enrollment can differ, but it typically takes around 5 to 10 business days.

Conclusion

Setting up a company in Uzbekistan has become increasingly popular, particularly among financiers from CIS countries. The Uzbek market is currently the rapid-growing in Central Asia. With recent reforms aimed at attracting speculation, Uzbekistan is poised to develop the top speculation destination in the region.

Some of the main factors when registering a new company in Uzbekistan is selecting the proper legislative category that aligns with your business needs and guaranteeing adherence with the impost regime. Some industries, such as finance, also require special licenses. This process demands a thorough agreement of the lawful framework and meticulous attention to detail.

Our experts are here to guide you through all the intricacies and mandates of the current law, ensuring an efficient business enrollment process. We offer comprehensive services, consisting of consultation and hands-on support throughout all stages of organisation enrollment, right up to acquiring necessary warrants from regulatory firms.

Knowing the obligations and operations of the various statutory bodies engaged in organisation registration in Uzbekistan is essential for a smooth setup. By staying informed and prepared, you can explore the regulatory scope efficiently, ensuring your endeavour meets all lawful necessities and operates smoothly.

FAQ

What is the least capital required to start a company in Uzbekistan?

The initial least capital contingent on the classification of venture entities. For example, the least finance for an LLC is generally around 40 million UZS.

What is the duration of the enrollment process?

The procedure of registering a company typically takes between 5 to 10 business days, assuming all the prerequisite files are in order and there are absent setbacks from the registrar's office.

Can a foreigner own a business in Uzbekistan?

Yes, expats can own corporations in Uzbekistan. But, there may be constraints on transnational ownership in particular fields.

What are the impost implications for businesses in Uzbekistan?

Businesses in Uzbekistan are contingent on distinct levies, including corporate income levy, VAT. It's recommended to consult with an impost advisor to understand the particular impost roles and merits.

Is it needed to hire a regional legal adviser for the enrollment stages?

While not strictly required, hiring a regional lawyer can be advantageous. They can help navigate the legal complexities, ensure compliance with all regulations, and make the enrollment process smoother.