LLC Charter Capital in Uzbekistan: Size and Deadlines

Ivan Karataev

Managing Partner, BizReg

MBA, ACCA, CPA · ex-KPMG, ex-CFO of NYSE-listed companies · 20+ years in US & Uzbek business

Last updated 2026-06-16 · 11 min read

✓ Facts verified against primary sources (lex.uz, soliq.uz)

Last updated 2026-06-16 · 11 min read · ✓ Facts verified against primary sources (lex.uz, soliq.uz)

A regular LLC in Uzbekistan has no universal minimum charter capital — founders set the amount themselves — while a foreign enterprise needs at least 400 million soum, and the contribution must be made within one year of state registration. The topic is surrounded by myths: some expect a fixed minimum like in other countries, others assume the money must be "frozen" in an account before registration. In practice it works differently. Let's lay it out clearly: how much, in what form, by when, and what currency nuances await a foreign founder.

What is LLC charter capital and why does it matter?

Charter capital (in Uzbek law, the "charter fund") is the founders' initial property contribution, divided into shares. It serves three roles at once. First, a starting base: the cash and property the company begins operating with. Second, a measure of liability: LLC participants are not liable for company debts with their personal assets and risk only up to their contributions — which is exactly why the form is so popular. Third, control allocation: the size of a share in the charter capital determines voting weight at the general meeting and the right to a portion of profit.

For a foreign founder, charter capital is also a signal to the bank and the tax authority. A token amount alongside large declared turnover raises questions during compliance, while adequate capital makes opening an account and working with counterparties smoother.

What is the minimum LLC charter capital in Uzbekistan?

This is the key question, and the answer depends on which form you choose.

For a regular LLC, the Law on Limited Liability Companies sets no universal minimum charter capital. Founders decide the amount themselves and fix it in the charter. A minimum can appear only in licensing requirements for specific activities (for credit and financial organizations, for example, it is traditionally high). This is stated in part two of Article 14 of the Law.

For a foreign enterprise — that is, an enterprise with foreign investment (FIE) where the foreign investor's share is at least 15% — a separate threshold applies. Presidential Decree UP-5495 sets a minimum charter fund of 400 million soum, and for newly created enterprises in Karakalpakstan and the Khorezm region — 200 million soum. The threshold used to be 600 million soum with a 30% share, but the requirements were eased.

Cash or in-kind: what you can use to pay it in

Charter capital does not have to be paid in cash. The law allows several types of contribution, and for a foreign founder this is often more convenient.

The key rule for a non-cash contribution is that it must be given a monetary value. A small value is assessed by the participants themselves and recorded in the decision; for property of significant value, an independent appraiser is engaged so the valuation is not inflated. This protects both creditors and the participants from disputes over share sizes.

By when must the charter capital be contributed?

This is where confusion peaks. Many believe charter capital must be contributed before registration. For a regular LLC that is not the case.

1. Fix the size and deadlines in the charter

   In the founding documents you state the charter capital size, each participant's share, and the procedure, methods and deadlines for contributions. You set the deadline yourself — but within the law.

2. Register the company

   The company undergoes state registration. At that point full payment of charter capital is not required as a general rule — unlike credit organizations, where each participant must contribute at least 30% of their contribution by the time of registration.

3. Contribute within a year

   Each participant must fully contribute within the term set by the founding documents, and that term cannot exceed one year from the company's state registration (Art. 14, Law on LLCs).

4. Get confirmation

   Full contribution by a participant is confirmed by a certificate issued to them. It is an important document — keep it.

How it looks over time

To make it clearer, here is the structure and timeline of charter capital for a foreign founder — from choosing the amount to full payment.

Currency nuances for a foreign founder

A company's charter capital in Uzbekistan is recorded in soum — the national currency and unit of account. But a foreign investor does not have to convert money first: the contribution can be brought in foreign currency via the company's bank account, after which it is recorded in soum at the established exchange rate.

What to watch for:

• Source of funds. As part of compliance, the bank will check the origin of the foreign investor's money. Prepare supporting documents in advance.
• Conversion rate. The soum amount is fixed at the rate on the contribution date, so exchange-rate swings can affect the final contribution size in the national currency.
• Procedure for bringing in investment. Foreign investment enjoys guarantees under investment law, but the exact procedure for crediting currency and repatriating profit is governed by Central Bank rules — worth clarifying with the bank.

Common mistakes with charter capital

How to choose the charter capital size

Since the law dictates no minimum for a regular LLC, the size becomes a management decision. Too small a capital saves money at the start but lowers the trust of banks and counterparties and may not cover initial costs. Too large a capital "freezes" funds that could be working. A sensible approach is to start from real need: initial purchases, rent, and payroll for the first months. For a foreign enterprise the lower bound is already set by law (400 million soum), so budget with that in mind. If your activity is licensed, check the licensing requirements: they may carry their own minimum that overrides everything else.

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