Major Transactions in Limited Liability Companies in Uzbekistan
Abstract
The article examines the legal regime of major transactions in limited liability companies under the Civil Code of the Republic of Uzbekistan and the Law «On Limited Liability and Additional Liability Companies». It analyses the statutory definition of a major transaction, including the treatment of interrelated transactions, the methods of determining the value of property and the role of the ordinary course of business exception. Particular attention is paid to the allocation of approval powers between the general meeting of participants and the supervisory board, the scope for tailoring approval procedures in the company charter, and the interplay between the rules on major transactions and those on interested-party transactions. The author discusses the consequences of concluding a major transaction without proper approval, including invalidation claims brought by the company or its participants and the liability of management, and considers the position of counterparties acting in reliance on the signatory's authority. The article concludes with practical recommendations for participants, directors and counterparties of Uzbek LLCs.