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February 25, 2015

 

 

HOW TO CREATE A COMPANY IN UZBEKISTAN –
WITHOUT LEAVING THE COUCH

 

Of course, we exaggerated. How it’s possible to create an organization sitting on the couch? After all, the couch is uncomfortable! It is desirable, without delay, to change it for a chair. It’s better for the typing, and more helpful to imagine you as a big boss of the created company. But special lazybones like we can keep reclining on the puffy couch, sipping mojito from the tube and wondering the name of the future business. The main thing that the laptop was nearby. And a phone handy.

Today, to create a firm, company or any other form of organization entity, its not necessary to  tense and do walking, rushing the chain of command. Thanks to the available legal framework, in the face of "the Regulations on the notification procedure of state registration and registration of business entities", approved by the Decree of the President of the Republic of Uzbekistan for the PP-357 from 24.05.2006, (Hereinafter - Regulations) quite enough for a few mouse clicks, and several taps on the keyboard, to become the full owner of the business entity.

Naturally, this does not apply to licensed activities, as well as organizations, which have special conditions and require a decision on land allocation, for connection to gas and electric networks. But on other occasions of the opening the firms that make up the vast majority, everything is done exactly as we said at the beginning - "registration, without leaving the couch." And the presence of non-residential premises for the creation of the company is absolutely nothing to do with. But then it with?

To create a company only two things are needed: it is your desire to create your own company and 118 400 sum for the state duty. Nothing more. Do you think it would be nice to add to this list, even an office, employees, fleet, equipment and raw materials? Yes, it would be really nice. But to create a company does not necessarily. After all, what is the company? Building, people, production? No. The company, as correctly noted by Warren Buffett in his signed work, "An Essay on investment" is a paper. Yes, that's right, it's just a paper in which recorded your desire to create your own organization with unique name specified by you. And after the state registration of your desire, issued in paper form, it will be realized with a record in a public register of business entities on establishment of the legal entity which is become your property.

Which is Magic paper we are talking? We're talking about the main guiding documents of the organization called constitutive, albeit with non-mystical powers, but which could elevate your business to the clouds, or in a moment - destroy it. These founding documents are the passport of the organization and are divided by the number of owners of the company, for the charter, with one owner and articles of incorporation, in their set. In the context of each of the constituent document prescribed important, essential for the establishment and operation of the company further information: the legal form and name of the organization, nature of business, the names of the owners of the founder, the size of the authorized capital, the founders' shares in the share capital, the address of the organization and other important legal business terms. However, until the paperwork, necessary to decide what kind of organization, in fact, you can afford.

Commercial organizations are divided into the following legal forms or types, descending the costs of creating: JSC (Joint Stock Company) - the size of the authorized fund of US $ 400 000, EP or PC (economic partnerships or production cooperatives) - the size of the authorized fund of 5.92 million sums , LLC or ALC (limited liability company or additional liability company) - the size of the statutory fund 4,736,000 sums, PE (private entity) - the size of the authorized fund is determined by the founder, ie - 0 sums.

From the above list the most attractive for the creation of the original, a small company is a form of a limited liability company or a private entity, because the required minimum authorized capital is small, and in the case of private entity – nothing doesn’t required. But for this benefit the owner of the PE pays property risks in the form of responsibility, not only within the property of the PE, but also with the all of the property of a natural person - the owner (s) of the firm. So our advice, if you have something to lose, for example, you have an apartment, car and other valuable property, do not skimp and choose your organization form as LLC. Simply speaking, add in the founding documents after the name of your organization abbreviation "Ltd.", and in Uzbek «MChJ». Authorized fund of the same company can be formed without paying a penny, or rather no tiyin. Just write in the founding documents that the statutory fund of the company is 5 million sum. And that’s all! The required size of the authorized fund will be formed. As stated by magic, become your desires! When you register your company on the market, no one will ask you to prove the existence of these means, unless you do not create a credit institution. Since, according to Article 15 of the Law of Uzbekistan "On limited and additional liability company’s" property investments are valued by the owners of the founders of the company besides in the list of mandatory documentation for registration, proof of formedness of the authorized capital is not required by the Regulation. Do not forget, however, after the establishment of the company, not later than 3 years to file a minutes or an order of the founder (s) on the transfer to the statutory fund of the LLC, property – main means, with your assessment in the amount of 5 million sums. Registration is good, but at the time of inspection of the firm, the authorized capital must be formed, even with a couch on which you are lying now. And if you will not perform your obligations under the creditors, they may be able to take away your couch and sleep in plenty on it.

With the legal form of our company we completed. After drank "some water", mentally jump further. And then the choice of the name of the organization is waiting us.

Under the terms of the Regulations, you will not be able to choose your own company name recklessly. First, you need to book it online through Goskomstat site http://firnam.stat.uz/. This letter is figurative, and is made up of your personal data - founders of the company, the alleged location of the company, and of course from the title you are booking. If your desired company name in the system is not reserved for another person, the system will reserve your proposed name by giving you a special username and password.

A few tips from us in reserving the name of the company: 1) Do not write the company name in the English style. It is clear that in the Latin, we print with the English letters, but the system does not recognize English words and can lead error, blocking you for the whole day. As in accordance with the legislation company names should be registered in Uzbek language. That’s why write the name of the company with the Uzbek designation; 2) Carefully consider the name of the company before entering it into a string of the system, as if the system will give it to you another name, more caressing your ears, you will not be able to book on that day, just for tomorrow; 3) After clicking on the "Submit" button and sending the application for a reservation, be sure to remember your login and password issued by the system immediately upon request. It is very necessary to check the status of your application. If you do not save your login and password, you can not get from the State Statistics Committee response to your request, and as a consequence to register your company.

If you somehow, and after our councils have managed to make a mistake when booking - do not panic. Everything is fixable. You can get advice on the problem from experts of the State Statistics Committee under number 2308092. The main thing is not to abuse with their attention. These guys are great, but very busy.
After four hours of impatience and occasional checks of the employment status of the name of your company, you have to be compensated for high intellectual creative work awarding you with the name of your firm. Or will sadden with failure. By the way, without giving any reason. Experts from the State Statistical Committee for the question why, explain such backup system failures with the presence of very similar, existing close or similar name of another organization in the registry. Well, there is nothing to do - we shall lie down again and torment system with new ideas. Although, if you really, really want to still get a specific name for your company, you can ask the system variants of the name of your company with the addition or subtraction of additional words in the title. Specify the options of the name you can endlessly until you will not get the desired result. As a result, the name of the company you will get anyway.

Now you have to enter the name of the firm in the constituent documents and quickly start the registration process, which is, sending documents of the company to the government administration. Because your company name reservation system holds only for 60 days.

Forms of the constituent documents of the organization you can download from us, with filling of starred places, or you can don’t prepare them at all, if you send an application for the registration of the company through the site https://my.gov.uz/ru/service/214 - United portal of online government services. Company documents will be prepared in an automated form, with putting all of your data in the appropriate places of the constituent documents. But there are also disadvantages to this approach. Differing with convenience site https://my.gov.uz/ru/ while still young and at the moment you can not send through it your statutory documents prepared by you, taking into account the characteristics of your company, which can required by law for the legal clarification (This is well reflected in Article "How to prepare the documents to not be cheated in business"). Since the draft documents of EPIGU are prepared on the basis of templates and your individual case may not be taken into account. But it's not scary. If you create a firm along and there is no lawyers in the wings, without any hesitation, work through the site EPIGU - https://my.gov.uz/ru/. Helpful hint from us, fill out an electronic application online https://my.gov.uz/ru/ only in the Uzbek language, because your data specified by you will be generated by the system in the patterns of constituent documents only in the official Uzbek language, rather than the Russian. To register a company you will be required only scans of the payment documents of state duty and sketches of seals, stamps of the future organization. A login and password reserved name of the company you will already list in the electronic application form.

Speaking on sketches. It must be said that neither in the Internet nor anywhere else on the websites of state bodies, we could not find free form of sketch seals and stamps of the company. We had to reinvent the wheel again. No, of course, we could to contact to a professional stamp-engraving organization. But this would meant to get up from the couch, put on slippers and generally to do something except the rest, so do we need this? No we don’t. Therefore, the form of sketches you can download from the following link or draw something like that on a computer. Do not forget to add your company own data to the names of approved sketches stamps and stamp.

With sketches also made it clear. There is the last moment left which threaten to our lulls drift in the warm embrace of the couch. This is stamp duty. And of course, bank details of the Inspection for registration of business entities of the state administration (Hokimiyat). Yes, this sucks. Where can you find them? And what for we phone need? We find number of the Hokimiyat necessary to us in the internet (https://my.gov.uz/ru/category/8, http://www.goldenpages.uz/, http://yellowpages.uz/) on whose territory we live and as in the old-fashioned manner call to all of its departments, until we shall not find the head of the accounting department inspection employee who knows the bank details for payment of the duty registration for the legal entities. For the payment of state duty we could organize a lecture about the benefits of mobile banking systems, but it is easier to ask on the phone a friend or relative to go to the nearest bank and pay on your behalf 118,400 sum for the duty payment, throwing off a photo of the receipt by Whats up, or just by email . Especially, because mobile banking in Uzbekistan, is not so developed yet to help in our engage. But it's only a matter of the next few years.

About Hokimiyat where you live we have mentioned not in vain. Since, your company will be registered at the place of your house or apartment. No, no, do not worry. There is no risk. It’s just needed for a post mail address through which you can be officially contacted. But, if you have a local office or industrial factory you can already specify their real address in the founding documents. And as a result, you should have to pay and apply for registration to the municipality of other areas, where your production assets are stated.

That's all. Now we have on hand the electronic versions of all documents required by the Regulation for the registration of the company: login and password reserved for the unique name of the company, the founding documents (charter and/or foundation agreement), a receipt for payment of state duty, sketches of the seals and application-notification, which can be, also download from us. Print them all at the printer standing next to you and after signing in the right places scan them all. Left issues are small: to send scanned documents by e-mail to the Hokimiyat registration inspection, or simply to e-mail to one of the employees. After two days, there is only left to receive oral and electronic greetings from Hokimiyat about creating your company, together with the Certificate of Registration and finally give the order to stretch for уour stubborn back numbed on the couch.

 


 

Timur Abdulazizov
Legal expert

 

 

 

 

 

 

 




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