juris.hq
ComplianceUpdated 30.08.2026

What happens to an LLC share when a shareholder dies?

Short answer

It passes to the heirs — unless the charter lets the others say no, for the share’s value.

DefaultHeirs inherit the share — and legal successors of a shareholder company take its share the same way (LLC Law, Art. 21 — lex.uz ↗)
CharterConsent can be required — the charter may condition the passage on the other shareholders’ consent; thirty silent days count as yes (LLC Law, Art. 21 — lex.uz ↗)
RefusedThe company buys instead — on refusal the share passes to the company, and the heirs are paid its actual value from the last accounts before the death (LLC Law, Art. 23 — lex.uz ↗)
InterimUntil the estate settles — the deceased’s rights are exercised by the person named in the will, or a manager appointed by the notary (LLC Law, Art. 21 — lex.uz ↗)
What the law provides

By default a share is ordinary inheritance: it passes to the heirs of an individual shareholder and to the legal successors of a corporate one. The charter may put the passage behind the other shareholders’ consent — consent is deemed given if no shareholder refuses in writing within thirty days — and where consent is refused, the share moves to the company instead, which owes the heirs the actual value determined from the last reporting period before the death, or property of the same value with their agreement. (LLC Law, Arts. 21, 23 — lex.uz ↗)

For a solo foreign founder this is estate planning in one clause: whether the family steps into the company or is paid out of it is decided by what the charter says today, and until the inheritance is accepted the share is voted by the will’s nominee or a notary-appointed manager. (LLC Law, Art. 21 — lex.uz ↗)

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Part of the answer bank 89 questions, each cited to the article it rests on.