Company registration in Bulgaria can be quick and efficient if you are familiar with the exact procedure and required documents. In this article, we review the main steps, common mistakes, and how a lawyer can save you time and costs.
The incorporation of a commercial company in Bulgaria is a relatively fast and accessible process, mainly regulated by the Commercial Act, the Commercial Register and Non-Profit Legal Entities Register Act, and other relevant legislation. Most entrepreneurs choose to register a limited liability company (LLC – OOD or EOOD), as it offers limited liability and relatively simple administration.
In this article, we will take a step-by-step look at how to establish a company in Bulgaria, what documents are required, and what the main legal requirements are.
The first step is to choose the appropriate legal form. In Bulgaria, the most common are:
In practice, OOD and EOOD are most commonly registered, as the requirements are lighter and the liability of the owners is limited to the amount of the capital.
The next important step is selecting a unique company name. It must:
The check is carried out in the Commercial Register at the Registry Agency.
It is good practice to prepare several name options in case the chosen one is already taken.
The minimum capital for registering an OOD or EOOD is BGN 2, according to the Commercial Act.
The capital is divided into shares, which are distributed among the shareholders.
It is important to determine:
Several key documents are required to establish a company:
For EOOD:
For OOD:
Before registration, a special bank account must be opened in which the company capital is deposited.
The bank issues a certificate for the deposited capital, which is attached to the registration documents.
After registration, the account can be converted into the company’s current account.
Registration is carried out by submitting an application (Form A4) to the Commercial Register.
The application can be submitted:
The following documents must be attached:
The state fee amounts to:
After submission, the Registry Agency usually reviews the application within 1–3 business days.
Steps after company registration
After successful registration, several additional steps should be taken:
Although the procedure may seem straightforward, consulting a lawyer or a commercial law specialist can significantly facilitate the process and prevent future legal issues.
If you are planning to register a company in Bulgaria, professional legal assistance can save you time, administrative difficulties, and errors in document submission.
The incorporation of a commercial company in Bulgaria is a relatively fast and accessible process, mainly regulated by the Commercial Act, the Commercial Register and Non-Profit Legal Entities Register Act, and other relevant legislation. Most entrepreneurs choose to register a limited liability company (LLC – OOD or EOOD), as it offers limited liability and relatively simple administration.
In this article, we will take a step-by-step look at how to establish a company in Bulgaria, what documents are required, and what the main legal requirements are.
Choosing the legal form of the company
The first step is to choose the appropriate legal form. In Bulgaria, the most common are:
- EOOD (Single-member limited liability company) – when there is one owner;
- OOD (Limited liability company) – when there are two or more shareholders;
- JSC (Joint-stock company) – for larger business structures;
- Sole trader – an individual carrying out commercial activity.
In practice, OOD and EOOD are most commonly registered, as the requirements are lighter and the liability of the owners is limited to the amount of the capital.
Choosing and verifying the company name
The next important step is selecting a unique company name. It must:
- not duplicate an already registered company;
- not be misleading;
- include the legal form designation (OOD, EOOD, etc.).
The check is carried out in the Commercial Register at the Registry Agency.
It is good practice to prepare several name options in case the chosen one is already taken.
Determining capital and shareholders
The minimum capital for registering an OOD or EOOD is BGN 2, according to the Commercial Act.
The capital is divided into shares, which are distributed among the shareholders.
It is important to determine:
- the amount of capital;
- the value of the shares;
- the shareholders and their participation;
- the company manager.
Preparation of incorporation documents
Several key documents are required to establish a company:
For EOOD:
- Articles of incorporation
- Decision for appointment of a manager
- Declarations under the Commercial Act
For OOD:
- Memorandum of association
- Minutes of the founding meeting
- Declarations from shareholders and the manager
- declaration under Art. 141 of the Commercial Act
- declaration under Art. 13(4) of the Commercial Register Act
Opening a capital-raising bank account
Before registration, a special bank account must be opened in which the company capital is deposited.
The bank issues a certificate for the deposited capital, which is attached to the registration documents.
After registration, the account can be converted into the company’s current account.
Submitting an application to the Commercial Register
Registration is carried out by submitting an application (Form A4) to the Commercial Register.
The application can be submitted:
- electronically with a qualified electronic signature;
- in person at the Registry Agency.
The following documents must be attached:
- incorporation documents;
- declarations;
- bank certificate;
- specimen signature of the manager.
Payment of state fee
The state fee amounts to:
- €28.12 / BGN 55 for electronic submission
- €56.24 / BGN 110 for submission on paper
After submission, the Registry Agency usually reviews the application within 1–3 business days.
Steps after company registration
After successful registration, several additional steps should be taken:
- VAT registration (if applicable);
- registration with the National Revenue Agency as an employer;
- opening a business bank account;
- accounting setup and maintenance;
- cash register registration, if required.
Although the procedure may seem straightforward, consulting a lawyer or a commercial law specialist can significantly facilitate the process and prevent future legal issues.
If you are planning to register a company in Bulgaria, professional legal assistance can save you time, administrative difficulties, and errors in document submission.
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