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Company Formation Bulgaria



Company Act in Bulgaria

Updated on Wednesday 11th July 2018

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company_act_in_bulgaria.jpgThe Commercial Law is the main document to which Bulgarian Commerce Act submits to. It includes details about the Commercial Register, the types of Bulgarian companies, the commercial transactions and the bankruptcy procedures. The Commercial Law offers information about the available types of the companies foreigners can set up in Bulgaria. They can choose between limited and general partnerships, partnerships limited by shares and two most popular, limited liability companies and joint stock companies. In terms of incorporation of a  firm in Bulgaria, we suggest you address your inquiries to our team of company formation agents in Bulgaria.


How can I set up a DOO in Bulgaria?


For opening an LLC in Bulgaria, or OOD as it is known, the general rules include the existence of at least one shareholder. In case of a limited liability company, the Bulgarian law states that a founder has to contribute its interest. The penalty for not doing it consists of being expelled from the association. In terms of profit, management, and the company’s affairs, all members of the management have equal rights. We mention that the minimum share capital for an LLC in Bulgaria is 1 EUR or BGN 2.


How can I register a joint stock company in Bulgaria?


A joint stock company in Bulgaria requires a board of directors with at least three persons. The company also needs a management board and a supervisory board, both under the rule of minimum three persons. For a joint stock company, the contribution of the shareholder determines the limit of the liability. The capital stock can be increased, lowered or even canceled. Issuing new shares leads to an increased stock capital. It is compulsory for the shareholder to contribute to the shares once he subscribed for them. We remind that our company incorporation agents in Bulgaria are at your disposal with in-depth assistance at the time of company formation.


Registration steps of a Bulgarian company


Once the type of company is chosen, the associates need to start the incorporation formalities at the Commercial Register. The following steps are part of the registration process of a firm in Bulgaria:


  • the name verification with the Trade Register is made before it is established by the owners;
  • the Articles of Association need to be prepared and submitted to the authorities;
  • a provisory bank account is opened for the minimum share capital;
  • your company needs to have special licenses and permits for certain activities. We can handle the application process.
The procedure is compulsory and requires papers regarding the form of the company, association act, name certificate and the signature specimen from the notary for the person representing the firm. The Trade Register is the institution that keeps all the information about commercial entities in Bulgaria. Therefore, the manager or the representative must notify the institution regarding all the changes related to the company, such as changes in managing bodies, office address or share capital.
Once the State Gazette publishes the registration, the entrepreneur has to determine if the company will register for VAT. It is not mandatory for companies with an income under 50,000 BGN.


Can I establish a subsidiary in Bulgaria?

Yes, foreign companies can easily set up subsidiaries in Bulgaria which will run under the rules and regulations of a limited liability company. This is an independent legal entity which can be established for most of the activities, as stipulated by the Company Act in Bulgaria.

Company liquidation in Bulgaria

Companies in Bulgaria can be closed through two main methods: voluntary or compulsory. The Company Act in Bulgaria stipulates all the rules and regulations of how a company can be closed. The compulsory method is adopted when the firm is declared bankrupt, while the voluntary method is determined by the owners of the Bulgarian company. In any case, it is strongly suggested to bear in mind the legal support of an attorney. 
If you need more information about the Company Act, you may contact our company formation agents in Bulgaria.


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