UZBEKISTAN  ·  M&A

Competition Law & Merger Filings in Uzbekistan

Bond Stone advises on competition law compliance in M&A transactions in Uzbekistan — mandatory pre-transaction notification to the Committee for the Development of Competition and Protection of Consumer Rights of the Republic of Uzbekistan, the Competition Committee (formerly the Antimonopoly Committee), threshold analysis, notification filing, and merger clearance management for domestic and cross-border acquisitions.

Primary authority: Law of the Republic of Uzbekistan "On Limited Liability Companies" No. ZRU-1137 dated 21 April 2026 (in force 22 July 2026); Law "On Investments and Investment Activity" No. ZRU-598 dated 25 December 2019. Authority: lex.uz


Uzbekistan — Market Context 2025

USD 43B

Investment in 2025 (FDI USD 38.2B)

6,649

Enterprises with Chinese capital, 1 October 2026

7.7%

GDP growth 2025

22,000+

Foreign-invested enterprises, 1 October 2026

Key Considerations

Competition Committee of Uzbekistan

The Committee for the Development of Competition and Protection of Consumer Rights of the Republic of Uzbekistan is the national competition authority responsible for reviewing M&A transactions that meet notification thresholds under the Law on Competition No. ZRU-850 of 3 July 2023. Preliminary consent is mandatory for notifiable transactions. A court may declare invalid a transaction made without consent that restricts competition (Law No. ZRU-850, Article 27).

Notification thresholds

Consent is required for mergers and for acquiring more than 25% of a JSC's voting shares or more than one third of an LLC, where one party's book assets or last-year revenue exceed 250,000 BCR, or the combined figure exceeds 500,000 BCR: UZS 110 billion and UZS 220 billion at the BCR of UZS 440,000 from 1 September 2026 (Article 26). Exemptions are listed in the same Article. The Law covers acts done in Uzbekistan or abroad that restrict, or may restrict, competition on a market in Uzbekistan (Article 3), so an acquirer with no Uzbek presence is not outside the rule. The share test refers to a JSC or LLC registered in Uzbekistan (Article 26). The Law does not say whether buying the foreign parent of an Uzbek company is caught, or whether the asset and revenue figures are counted worldwide or in Uzbekistan only, so a transaction between foreign parties should be tested before signing.

Filing process and timeline

The application goes to the Competition Committee before the transaction, with details of the parties, their group, activities, accounts for two years and beneficial owners. The applicant is told the decision within 30 calendar days of registration; if the transaction may restrict competition, review can be extended by up to two months (Article 27). The SPA timetable and conditions should allow for this.

Uzbek vs Kazakhstani competition law

Uzbekistan and Kazakhstan have separate and distinct competition law regimes — the Uzbek Competition Committee and Kazakhstan's Agency for Protection and Development of Competition (APDC) operate independently. Transactions with assets or turnover in both countries may require parallel filings in both jurisdictions. Unlike Kazakhstan, Uzbekistan is not a member of the EAEU — there is no Eurasian Economic Commission filing obligation for Uzbek-only targets.


Experience

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

Competition · Uzbekistan · China

Antimonopoly Filing — Chinese Acquirer

Antimonopoly Committee pre-transaction notification for a Chinese acquirer of a majority stake in an Uzbek manufacturing company — threshold analysis, notification package, and clearance management.

Competition · Uzbekistan · Kazakhstan

Parallel Filing — Kazakhstan and Uzbekistan

Coordinating parallel competition filings in Uzbekistan (Antimonopoly Committee) and Kazakhstan (APDC) for a cross-border acquisition involving targets in both countries — threshold analysis in both jurisdictions and simultaneous filing management.

Competition · Uzbekistan · Retail

Dominant Position Analysis — Retail Sector

Competition law analysis for an acquisition in the Uzbek retail sector — market share assessment, dominant position risk analysis, Antimonopoly Committee notification, and representation during the review process.

Competition · Uzbekistan · M&A

Threshold Analysis — Deal Structuring

Competition law threshold analysis for a foreign acquirer considering multiple Uzbek acquisitions — advising on transaction sequencing to optimise the notification obligation profile and clearance timeline.

Competition · Uzbekistan · M&A

Post-clearance Conditions — Compliance

Advising an acquirer on compliance with Antimonopoly Committee conditions imposed as part of merger clearance — behavioural remedies, market conduct obligations, and ongoing reporting requirements.

Competition · Uzbekistan · China

ODI + Antimonopoly — Chinese Buyer

Coordinating Uzbek Antimonopoly Committee filing with parallel MOFCOM/NDRC outbound investment filings in China for a Chinese acquirer — timeline alignment and joint filing strategy.


Investing in Uzbekistan

Uzbekistan — Investment Framework

Why Bond Stone

Uzbekistan — International Financial Centre (Not Yet Operating)

Tashkent International Financial Centre (TIFC)

Once activated, the TIFC will enable M&A structures governed by TIFC Acts, backed by the common law of England and Wales, above Uzbek operating assets. The Centre is not yet operating, and Bond Stone is monitoring the TIFC Acts ahead of activation.

Tashkent International Financial Centre — full guide →

Primary authority: lex.uz


Discuss your Uzbekistan M&A matter

Contact Bond Stone for a confidential discussion about competition law and merger filings in Uzbekistan.

[email protected]
+7 (701) 729 76 72 — Almaty

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