juris.hq
Starting a companyUpdated 30.08.2026

What is the new LLC law in Uzbekistan?

Short answer

Law № ЗРУ-1137 of 21 April 2026 — in force since 22 July 2026, replacing the 2001 law.

22 Jul 2026In force — three months after official publication (LLC Law, Art. 71 — lex.uz ↗)
2001The old law is repealed — № 310-II of 6 December 2001 falls away, and the additional-liability company form is struck from other acts (LLC Law, Arts. 67–68 — lex.uz ↗)
71Articles, in eight chapters — founding, capital, shares, governance, major and related-party deals, control, reorganisation and liquidation
DutiesGovernance is rebuilt — fiduciary duties written out for directors and board members, an independent-director definition, minority and majority shareholder rules (LLC Law, Arts. 41, 44, 47–48 — lex.uz ↗)
50%+A mandatory buyout offer arrives — a person reaching half the capital must offer minority shareholders a market-value exit (LLC Law, Art. 21 — lex.uz ↗)
What the law provides

From 22 July 2026, limited liability companies in Uzbekistan are governed by Law № ЗРУ-1137 of 21 April 2026 — adopted by the Legislative Chamber on 10 June 2025, approved by the Senate on 4 September 2025, and in force three months after its official publication. Its transitional articles repeal the LLC law of 6 December 2001, close the additional-liability company as a form, and direct the government to bring subordinate legislation into line. (LLC Law, Arts. 67–71 — lex.uz ↗)

The mechanics are recognisably modernised: the duties of directors and board members are written out as fiduciary duties rather than implied, deals with related parties follow a disclosure-and-approval procedure, a shareholder reaching fifty per cent of the capital must offer the minority a market-value exit, and deadlocked shareholders may take the dispute to mediation or arbitration where the founding documents provide for it. (LLC Law, Arts. 8, 21, 44, 49 — lex.uz ↗)

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