Electronic Document Management in Uzbekistan: Contracts, Acts and EDI Operators

Legal force of an electronic document

An electronic document is information recorded in electronic form, confirmed by an electronic digital signature and bearing details that allow it to be identified (Article 5 of Law No. 611-II). Such a document is equated to a paper document and has the same legal force (Article 7). Each identical copy is an original once its authenticity is confirmed (Article 8).

A digital signature is equivalent to a handwritten one if, at the same time, its authenticity is confirmed, the key certificate is valid at the time of verification or signing, and the signature is used for the purposes stated in the certificate (Article 4 of Law No. ZRU-793 “On Electronic Digital Signature” of 12.10.2022). Under the same conditions, a document signed with a legal entity’s digital signature is equated to a paper document bearing its seal.

Mandatory details

Article 6 of Law No. 611-II lists the mandatory details of an electronic document:

• an electronic digital signature;
• the name of the legal entity or the full name of the individual sending the document;
• the sender’s postal and e-mail address;
• the date the document was created.

Contracts and primary documents in electronic form

• A written contract can be concluded by exchanging documents electronically if the channel makes it possible to reliably establish that the document comes from a party to the contract (Article 366 of the Civil Code).
• If the parties have agreed on a specific form, the contract is concluded only once it has been given that form (Article 366 of the Civil Code), so it is best to set out the electronic exchange procedure in the contract itself.
• Primary accounting documents such as acts and waybills may be prepared and submitted as electronic documents (Article 14 of the Law on Accounting); accounting registers may also be kept electronically (Article 15).
• An invoice is, as a rule, issued electronically in the e-invoice information system (Article 47 of the Tax Code of the Republic of Uzbekistan).
• Legislation or the participants’ agreement may set additional details (Article 6 of Law No. 611-II), for example the number of the contract an act relates to.

EDI operators and key registration centres

The law calls an EDI operator an information intermediary: a legal entity or individual that provides services related to the circulation of electronic documents under a contract. The intermediary may not change the content of documents or the way they are used unless the contract with the participants provides otherwise (Article 13 of Law No. 611-II). A document is deemed sent if it was sent by the sender or the sender’s information intermediary (Article 14).

Digital signature keys are issued by registration centres; they keep a register of certificates with free access to information on valid, suspended and terminated certificates and confirm signature authenticity on request (Article 20 of Law No. ZRU-793). Certificates of foreign states are recognized under international treaties or through the Trusted Third Party Service (Article 28), which matters for contracts with non-residents.

The company’s signature key: who is responsible

• If the key holder is a legal entity, its head is responsible for the use of the private key (Article 27 of Law No. ZRU-793).
• When the employment contract ends, the head surrenders the key in the established manner; the new head receives the legal entity’s key and changes the authentication factors for cloud storage.
• The holder must immediately notify the registration centre if the key is being used by others or access has been compromised.
• A request to extend a certificate is sent at least two weeks before it expires (Article 27).
• Cloud storage of keys at a registration centre requires at least two-factor authentication (Article 5).

Storing electronic documents

Participants store electronic documents in the established manner, ensuring access to them and the ability to produce a paper copy. The retention period may not be shorter than for a paper document of the same purpose (Article 16 of Law No. 611-II).

Primary documents, registers and reports are kept for the periods set by law, but for no less than five years after the reporting year (Article 29 of the Law on Accounting). During a tax audit, the company must provide paper copies of electronic accounting documents at the inspector’s request, except for invoices registered in the e-invoice system (Article 146 of the Tax Code).

How to switch to EDI: step by step

• choose an EDI operator and sign a contract, checking who stores documents and how to export them;
• obtain signature keys for the company and authorised staff and check the purposes stated in the certificates;
• add a clause on electronic document exchange to contracts with counterparties;
• list electronic primary documents and their storage procedure in the accounting policy;
• set up an archive with export for at least five years after the reporting year.