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BASE PROSPECTUS Dated 17 November 2020 the REPUBLIC BASE PROSPECTUS Dated 17 November 2020 THE REPUBLIC OF UZBEKISTAN represented by the Ministry of Finance of the Republic of Uzbekistan Global Medium Term Note Programme Under the Global Medium Term Note Programme described in this Base Prospectus (the “ Programme”), the Republic of Uzbekistan (the “ Issuer” or “ Uzbekistan”), represented by the Ministry of Finance of the Republic of Uzbekistan, may from time to time issue notes (the “ Notes”). This Base Prospectus has been approved by the Financial Conduct Authority (the “ FCA”) as competent authority under the Regulation (EU) 2017/1129 (the “ Prospectus Regulation”) as a base prospectus issued in compliance with the Prospectus Regulation. The FCA only approves this Base Prospectus as meeting the standards of completeness, comprehensibility and consistency imposed by the Prospectus Regulation and such approval should not be considered as an endorsement of the Issuer or the quality of the Notes that are the subject of this Base Prospectus. Investors should make their own assessment as to the suitability of investing in the Notes. Application has been made (i) to the FCA, for Notes issued under the Programme for the period of 12 months from the date of this Base Prospectus to be admitted to the official list of the FCA (the “ Official List”) and (ii) to the London Stock Exchange plc (the “ London Stock Exchange”) for such Notes to be admitted to trading on the London Stock Exchange’s regulated market (the “ Market”). References in this Base Prospectus to Notes being “ listed” (and all related references) shall mean that such Notes have been admitted to the Official List and have been admitted to trading on the Market. The Market is a regulated market for the purposes of Directive 2014/65/EU (“ MiFID II”). Notice of the aggregate nominal amount of interest (if any) payable in respect of, the issue price of, and any other terms and conditions not contained herein that are applicable to, each Tranche (as defined in “ Overview of the Programme”) of Notes will be set forth in a final terms document (the “ Final Terms”) or in a separate prospectus specific to such Tranche (the “ Drawdown Prospectus”) as described below in "Final Terms and Drawdown Prospectuses", which, with respect to Notes to be admitted to the Official List and to be admitted to trading on the Market, will be delivered to the FCA and to the London Stock Exchange on or before the date of issue of the Notes of such Tranche. This Base Prospectus will be valid as a base prospectus under the Prospectus Regulation for 12 months from the date of this Base Prospectus. The obligation to supplement this Prospectus in the event of significant new factors, material mistakes or material inaccuracies will not apply following the expiry of that period. The Notes of each Series (as defined in “ Overview of the Programme”) will be issued in registered form and may be offered and sold (a) outside the United States in reliance on Regulation S (“ Regulation S”) under the Securities Act of 1933, as amended (the “ Securities Act”) (the “ Unrestricted Notes”) and represented by a registered global note certificate (each an “ Unrestricted Global Note”) without interest coupons which may be deposited on the relevant issue date (i) in the case of a Series intended to be cleared through Euroclear Bank SA/NV (“ Euroclear”) and/or Clearstream Banking, S.A. (“ Clearstream, Luxembourg”) with a common depositary (the “ Common Depositary”) and (ii) in the case of a Series intended to be cleared though a clearing system other than, or in addition to, Euroclear and/or Clearstream, Luxembourg, or delivered outside of a clearing system, as agreed between the Issuer and the relevant Dealers, and/or (b) within the United States only to “ qualified institutional buyers” (“ QIBs”) (as defined in Rule 144A under the Securities Act (“ Rule 144A”)) in reliance on Rule 144A (the “ Restricted Notes”) and will be represented by one or more registered global note certificates (each a “ Restricted Global Note” and together with the Unrestricted Global Notes, the “ Global Notes”), without interest coupons, which, as specified in the Final Terms may be cleared through Euroclear and/or Clearstream, Luxembourg or through The Depository Trust Company (“ DTC”) and which may be deposited on the relevant issue date with either a Common Depositary or a custodian (the “ Custodian”) for DTC and registered in the name of Cede & Co. as nominee for DTC. Prospective purchasers are hereby notified that sellers of Notes may be relying on the exemption from the provisions of Section 5 of the Securities Act provided by Rule 144A. Interests in Restricted Global Notes will be subject to certain restrictions on transfer. See “ Transfer Restrictions”. Beneficial interests in the Global Notes will be shown on, and transfers thereof will be effected only through, records maintained by DTC, Euroclear and Clearstream, Luxembourg and their participants. Except as described herein, certificates for Notes will not be issued in exchange for beneficial interests in a Global Note. The Issuer’s current long term debt rating by S&P Global Ratings (“ S&P”) is BB- and Fitch Ratings Limited (“ Fitch”) is BB-. Tranches of Notes to be issued under the Programme may be rated or unrated. Where a Tranche is to be rated, such rating will not necessarily be the same as the ratings assigned to the Programme. Where a Tranche is rated, the applicable rating(s) will be specified in the relevant Final Terms. Whether or not each credit rating applied for in relation to a relevant Tranche will be (a) issued by a credit rating agency established in the European Economic Area (the “ EEA”) and registered under Regulation (EU) No. 513/2011 (the “ CRA Regulation”), or (b) issued by a credit rating which is not established in the EEA by will be endorsed by a credit rating agency which is established in the EEA and registered under the CRA Regulation or (c) issued by a credit rating agency which is not established in the EEA but which is certified under the CRA Regulation will also be disclosed in the relevant Final Terms. A rating is not a recommendation to buy, sell or hold securities and may be subject to revision, suspension or withdrawal at any time by the assigning rating agency. Each of S&P and Fitch is established in the European Union (the “ EU”), domiciled in the United Kingdom, and is included in the list of credit rating agencies registered in accordance with Regulation (EC) No. 1060/2009 on Credit Rating Agencies as amended by the CRA Regulation. The list of credit rating agencies registered and/or certified under the CRA Regulation is available on the European Securities and Markets (“ ESMA”) website (https://www.esma.europa.eu/supervision/credit-rating-agencies/risk) (last updated 14 November 2019). The Notes have not been and will not be registered under the Securities Act, or with any securities regulatory authority of any State or other jurisdiction of the United States, and may not be offered or sold within the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. For a summary of certain restrictions on resale, see “ Subscription and Sale” and “ Transfer Restrictions”. This Base Prospectus should be read and construed together with any amendment or supplement hereto. Further, in relation to any Series, this Base Prospectus should be read and construed together with the relevant Final Terms. Investing in the Notes involves certain risks. See “ Risk Factors” beginning on page 5. Amounts payable under the Notes may be calculated by reference to either LIBOR or EURIBOR, which are administered by ICE Benchmark Administration Limited (“ ICE”) and the European Money Markets Institute (the “ EMMI”), respectively. As at the date of this Base Prospectus, both ICE and EMMI appear on the register of administrators and benchmarks established and maintained by the ESMA pursuant to Article 36 of the Benchmark Regulation (Regulation (EU) 2016/1011) (the “ Benchmark Regulation”). Arrangers and Permanent Dealers Citigroup Gazprombank J.P. Morgan Société Générale VTB Capital Corporate & Investment Banking RESPONSIBILITY STATEMENT This Base Prospectus constitutes a base prospectus for the purposes of the Prospectus Regulation and for the purpose of giving information with regard to the Issuer and the Notes which, according to the particular nature and circumstances of the Issuer and type of the Notes, is necessary to enable investors to make an informed assessment of the economic, fiscal and political condition of the Issuer and the rights attaching to the Notes, the reasons for the issuance and its impact on the Issuer. The Issuer accepts responsibility for the information contained in this Base Prospectus and declares that, to the best of its knowledge, the information contained in this Base Prospectus (including the information incorporated herein by reference) is in accordance with the facts and the Base Prospectus as completed by Final Terms makes no omission likely to affect the import of such information. To the best of the knowledge and belief of the Issuer, this Base Prospectus contains all information regarding the Issuer and the Notes which (in the context of the issue of the Notes) is material; such information is true and accurate in all material respects and is not misleading in any material respect; any opinions, predictions or intentions expressed in this Base Prospectus on the part of the Issuer are honestly held or made and are not misleading in any material respect; this Base Prospectus does not omit to state any material fact necessary to make such information, opinions, predictions or intentions (in such context) not misleading in any material respect; and all proper enquiries have been made to ascertain and to verify the foregoing.
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