Business Re-registration in Uzbekistan

Business re-registration in Uzbekistan is the process of making changes to a company’s official registration details. This is required in cases of changes in organizational structure, ownership composition, activities, or other significant business characteristics. The process is governed by the legislation of the Republic of Uzbekistan, including the Civil Code, the Law “On Business Partnerships,” and other regulatory acts.
Ummeli Trust provides services for business re-registration, ensuring full compliance with legal requirements and minimizing time costs.

When is Re-registration Required?

Business re-registration is necessary in the following cases:

1. Change in Organizational-Legal Form:

• Transforming the company from one type (e.g., LLC) to another (e.g., JSC, SP).
• Business reorganization through mergers, splits, or acquisitions.

2. Changes in Ownership Composition:

• Admission of new participants or withdrawal of current ones.
• Transfer of shares in the authorized capital to third parties.

3. Changes in Authorized Capital:

• Increase through additional contributions.
• Reduction of authorized capital as per legal requirements.

4. Change in Legal Address:

• Moving the office to a new address (including another region).

5. Change in Company Name:

• Renaming the business.

6. Change in Activities:

• Adding new or removing existing business activities.

7. Other Changes:

• Changing the director.
• Amending foundational documents (e.g., adjusting leadership terms).

Steps of the Re-registration Process

1. Document Preparation
Depending on the changes, the following documents may be required:

• Protocol or decision of the general meeting of participants.
• New charter version (if necessary).
• Documents confirming the changes (e.g., share purchase agreements, notarized participant statements, etc.).
• Passport details of new participants or directors.
• Copy of the old registration certificate.

2. Application Submission
An application for re-registration is submitted to the relevant state authority (Ministry of Justice, local authorities, or tax service).

3. Payment of State Fees
The fee amount depends on the type of changes. For example:

• Changes to the authorized capital or ownership composition may incur a fixed fee.
• Changing the legal address might require additional costs.

4. Submission of Documents
Documents can be submitted via:

• Public Service Centers (PSC).
• The Single Portal of Interactive Public Services (SPIPS) for online processing.

5. Receiving Confirmation Documents
After review, the following may be issued:

• New certificate of state registration (for name or address changes).
• Notification of the changes made (for other cases).

Special Requirements for Foreign Participants

If the business involves foreign founders, the following are required:

• Notarized translation of foreign nationals’ passports.
• Confirmation of their consent to the changes.
• In some cases, approval from relevant authorities.

Re-registration Timelines

Timelines vary depending on the type of changes:

• Simple changes (e.g., address change) take 2–3 working days.
• More complex changes (e.g., reorganization or ownership composition changes) may take 10–15 working days.

Risks of Independent Re-registration

• Document Errors: Even minor mistakes can lead to registration denial.
• Legal Non-compliance: Incorrectly documented changes can result in fines.
• Time Costs: The process can take significantly longer due to clarifications and corrections.