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Chinese Investment in Uzbekistan – M&A & Legal Structuring

Chinese Investment in Uzbekistan – M&A & Legal Structuring

Chinese Investment in Uzbekistan – M&A & Legal Structuring

UZBEKISTAN  ·  M&A

Chinese Investment in Uzbekistan

Bond Stone advises Chinese investors on entering Uzbekistan through M&A, joint ventures, and greenfield investment — coordinating Uzbek legal structuring with Chinese outbound direct investment (ODI) filing requirements, MOFCOM and NDRC approvals, EFI status, and ongoing compliance. China is Uzbekistan’s largest single FDI source at 25.6% of total inbound investment.

Primary authority: Law of the Republic of Uzbekistan “On Companies with Limited and Additional Liability” No. 310-I dated 6 December 2001 (as amended); Law “On Investments and Investment Activity” No. ZRU-598 dated 25 December 2019. Authority: lex.uz


Uzbekistan — Market Context 2025

USD 43B

FDI in 2025

25.6%

Chinese FDI share

7.7%

GDP growth 2025

17,000+

Foreign enterprises

Key Considerations for Chinese Investors

ODI filing — MOFCOM and NDRC

Chinese outbound direct investment into Uzbekistan requires registration with China’s Ministry of Commerce (MOFCOM) and, for larger transactions, approval from the National Development and Reform Commission (NDRC). The ODI filing must be completed before the Chinese investor can remit funds to Uzbekistan. Bond Stone coordinates with Chinese law firm counterparts on MOFCOM/NDRC filing requirements — ensuring the Uzbek transaction timeline accounts for the Chinese regulatory process.

Investment structuring — ODI compliance

The investment structure for Chinese outbound investment into Uzbekistan must be compatible with Chinese ODI regulations — direct investment through a WFOE (wholly foreign-owned enterprise) structure is the most common approach. Bond Stone advises on investment vehicle structuring to satisfy both Chinese ODI requirements and Uzbek EFI eligibility criteria simultaneously.

EFI status for Chinese investors

Chinese investors acquiring a minimum 15% stake in an Uzbek entity with minimum 400 million UZS charter capital qualify for EFI (Enterprise with Foreign Investment) status — providing guarantees against expropriation without compensation, unrestricted profit repatriation, and national treatment under Uzbek investment law. Bond Stone advises on structuring Chinese investments to qualify for and maintain EFI status.

Coordinating with Chinese law firms

Bond Stone has active working relationships with Chinese law firms advising on outbound investment into Central Asia — including Jingtian & Gongcheng, Dentons Beijing, and King & Wood Mallesons Shanghai. Bond Stone acts as Uzbek-side counsel on Chinese outbound investment mandates, providing Uzbek law due diligence, structuring advice, and transaction execution while coordinating with Chinese counsel on the ODI and offshore elements.

Belt and Road — Uzbekistan context

Uzbekistan is a central node of China’s Belt and Road Initiative — the China-Kyrgyzstan-Uzbekistan railway project, cross-border energy infrastructure, and industrial park cooperation create growing Chinese investment flows into Uzbekistan’s manufacturing, energy, and logistics sectors. Bond Stone advises Chinese investors at every stage of Uzbek market entry — from initial feasibility through acquisition structuring to ongoing compliance.


Experience

Bond Stone has advised on M&A transactions in Uzbekistan. Client confidentiality is maintained across all matters.

Manufacturing JV — Chinese Investor

Chinese Investment · Uzbekistan · Manufacturing

Structuring a joint venture between a Chinese manufacturer and a local Uzbek partner — JV agreement, ODI filing coordination, EFI status confirmation, SEZ residency application, and shareholders agreement under Uzbek law.

Acquisition — Chinese Energy Company

Chinese Investment · Uzbekistan · Energy

Advising a Chinese energy company on acquisition of an Uzbek energy asset — ODI filing with MOFCOM/NDRC, EFI structuring, SPA negotiation, and Antimonopoly Committee notification.

ODI Filing Coordination — MOFCOM

Chinese Investment · Uzbekistan · ODI

Coordinating MOFCOM ODI registration for a Chinese company investing in an Uzbek manufacturing enterprise — advising on Chinese filing requirements, timeline coordination with the Uzbek transaction, and fund remittance clearance.

Greenfield Investment — Industrial Park

Chinese Investment · Uzbekistan · Manufacturing

Advising a Chinese manufacturer on greenfield investment in an Uzbek industrial park — site selection, SEZ eligibility, investment agreement with park administration, company formation, and EFI registration.

Jingtian & Gongcheng Referral — Mining DD

Chinese Investment · Uzbekistan · Mining

Uzbek-side legal due diligence for a Chinese investor introduced through Jingtian & Gongcheng — corporate title, regulatory licence review, environmental assessment, and acquisition structuring advice.

Belt and Road — Logistics Investment

Chinese Investment · Uzbekistan · Logistics

Advising a Chinese logistics company on investment in Uzbek transport infrastructure — investment vehicle structuring, ODI compliance, EFI status, land use rights for logistics facility, and employment compliance.


Investing in Uzbekistan

Uzbekistan — Investment Framework

✦  100% foreign ownership permitted in most sectors — no mandatory local partner requirement

✦  EFI status — investment protections for qualifying foreign investors under Law No. ZRU-598

✦  29 SOEs being privatised 2025–2026 — active M&A pipeline for foreign acquirers

✦  50+ BITs — treaty arbitration access and expropriation protection for qualifying investors

Why Bond Stone

✦  Tashkent office — direct engagement with Uzbek authorities

✦  Chinese investor expertise — active ODI mandate pipeline

✦  Ranked Legal 500 EMEA and IFLR1000 — Tashkent and Almaty offices

Uzbekistan — English Common Law Jurisdiction

Tashkent International Financial Centre (TIFC)

The TIFC will enable M&A structures governed by English common law above Uzbek operating assets. Bond Stone is positioning clients ahead of the TIFC becoming fully operational.

Tashkent International Financial Centre — full guide →

Primary authority: lex.uz


Discuss your Uzbekistan M&A matter

Contact Bond Stone for a confidential discussion about Chinese Investment in Uzbekistan.

📧 info@bondstonelaw.com
📞 +7 (701) 729 76 72

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