From 10 November 2025, the amendments and additions introduced by Cabinet of Ministers Resolution No. 709 of the Republic of Uzbekistan came into force in relation to two key Regulations previously approved by Cabinet of Ministers Resolution No. 704 dated 21 August 2019:

• the Regulation on the Procedure for Voluntary Liquidation of Business Entities and Termination of Their Activities; and

• the Regulation on the Procedure for Removal from the State Register of Business Entities Not Engaged in Financial and Economic Activities.

I. Amendments to the Procedure for Voluntary Liquidation

Exemption from Tax Audit

A commercial organisation may now be exempt from a tax audit where:

(i) its annual turnover for the preceding three years does not exceed UZS 10 billion;
(ii) it has been assigned a medium level of tax risk; and
(iii) it has elected to undergo voluntary liquidation,

provided that the relevant tax opinion is prepared by tax consultants or audit organisations.

In addition, no audit of financial and economic activities shall be conducted where the organisation:

• has not carried out any financial or economic activities since the date of its registration and has no outstanding tax liabilities; or

• during the preceding three years had aggregate revenue from the sale of goods (works or services) not exceeding UZS 10 billion, has no outstanding liabilities to the state budget or creditors, has regularly submitted statutory reports, and has been assigned a low level of tax risk through the electronic risk analysis system of the tax authorities.

Subject to the full discharge of tax obligations and the absence of any outstanding liabilities, the tax authorities shall automatically submit, through the electronic system, a certificate confirming the absence of indebtedness to the registration authority.

Approval and Submission of the Liquidation Balance Sheet

The liquidation balance sheet must be approved by the founders (participants) of the business entity and submitted by the liquidator to the tax authorities within one working day.

Upon verification that no outstanding liabilities exist, the tax authorities shall, within one working day, issue to the liquidator a certificate confirming the absence of indebtedness and shall also transmit such certificate to the registration authority.

Commercial banks have additionally been granted the right to request, посредством electronic enquiry to the tax authorities, information confirming the absence of tax liabilities of a liquidated organisation.

II. Amendments to the Procedure for Removal from the State Register of Business Entities Not Carrying Out Activities

The Regulation governing the removal from the State Register of business entities not engaged in financial and economic activities now applies not only to legal entities but also to individual entrepreneurs whose activities have been temporarily suspended.

A business entity may be recognised as not carrying out financial and economic activities where:

• no bank accounts have been opened within three months from the date of registration; or

• within six months following the opening of bank accounts, no transactions have been conducted, including the receipt of funds, issuance of electronic invoices, use of online cash registers, virtual cash desks or marketplace payment systems, and no foreign trade operations have been carried out.

Where the tax authorities receive relevant information from banks or identify the grounds set out above, they shall, within three working days, change the status of the business entity to inactive and notify the registration authority and statistical authorities through the electronic system.

In place of the previously applicable desk audit procedure, a pre-audit analysis of activities shall now be conducted based on information from the Central Database and data provided by other state authorities.

Reduction of Certain Time Periods

The period during which founders, their representatives or legal successors may apply to the registration authority for reinstatement of the activities of a commercial organisation has now been reduced to one year.

Similarly, upon the expiry of one year from the date on which the organisation was recognised as inactive, the registration authority is entitled to adopt a decision on its removal from the State Register and the cancellation of its state registration certificate.

Cabinet of Ministers Resolution No. 704 dated 21 August 2019 has also been supplemented by new Appendix 2¹, establishing a framework for interaction between local executive authorities, economic and financial policy authorities, and tax authorities for the purpose of facilitating the resumption of activities by inactive small business entities.

The adopted amendments are aimed at reducing administrative procedures, digitalising liquidation and deregistration processes, and enhancing the transparency and efficiency of interaction between entrepreneurs, tax authorities and registration authorities.

It should be noted that, as of the date hereof, the relevant amendments have not yet been formally incorporated into the text of Cabinet of Ministers Resolution No. 704 dated 21 August 2019 regulating the procedures for voluntary liquidation and removal of business entities from the State Register. Nevertheless, the provisions of Cabinet of Ministers Resolution No. 709 dated 7 November 2025 have already entered into force, and the requirements and procedures described above are currently applicable.