Company Registration In Bulgaria A Complete Guide

Ed Bradley

2 min read

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24-03-2025

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Registering a company in Bulgaria can seem daunting, but with a clear understanding of the process, it becomes manageable. This guide provides a comprehensive overview, outlining the steps involved and essential considerations for both domestic and foreign investors.

Choosing the Right Business Structure

The first crucial step is selecting the appropriate legal structure for your business. Bulgaria offers several options, each with its own implications regarding taxation, liability, and administrative requirements. The most common structures include:

• Limited Liability Company (LLC) – OOD (Дружество с ограничена отговорност): This is a popular choice for its limited liability, relatively straightforward registration process, and flexible ownership structure. It requires a minimum of one shareholder and a registered capital of at least 2 leva.

• Joint Stock Company (JSC) – AD (Акционерно дружество): Suitable for larger enterprises seeking to raise capital through the sale of shares. It necessitates a higher minimum registered capital and a more complex registration procedure than an LLC.

• Sole Proprietorship – EOP (Едноличен търговец): The simplest structure, ideal for self-employed individuals or small businesses with a single owner. The owner bears unlimited liability for the business's debts.

Step-by-Step Registration Process

Once you've chosen your business structure, follow these steps for registration:

1. Reserve a Company Name: Check the availability of your chosen company name with the Registry Agency. This ensures uniqueness and avoids conflicts.

2. Prepare Necessary Documents: This includes the articles of association (defining the company's structure, activities, and shareholder rights), a registration application, and supporting documentation such as identity verification for shareholders and directors. Depending on your chosen structure, specific additional documents might be required.

3. Notarization: All documents must be notarized by a Bulgarian notary public.

4. Submission to the Registry Agency: Submit the completed application and all necessary documentation to the Registry Agency. This can be done either in person or electronically, depending on the agency's current procedures.

5. Registration Fee Payment: Pay the applicable registration fees.

6. Obtain Registration Certificate: Upon successful registration, you will receive a certificate confirming your company's legal existence.

7. Tax Registration: Register your company with the National Revenue Agency (NRA) to obtain a tax identification number (TIN). This is essential for tax compliance.

8. Opening a Bank Account: Open a corporate bank account to facilitate business transactions.

Essential Considerations

• Registered Address: Your company needs a registered address in Bulgaria. This could be a physical office or a virtual office address.

• Legal Representation: While not mandatory, engaging a legal professional specializing in Bulgarian business law can significantly streamline the registration process and minimize potential risks.

• Tax Obligations: Familiarize yourself with Bulgarian tax laws and regulations to ensure compliance.

Conclusion

Registering a company in Bulgaria requires careful planning and attention to detail. This guide provides a general overview; it is strongly recommended to seek professional advice for tailored guidance based on your specific business needs and circumstances. The specifics of the process can change, so it's crucial to check the official websites of the Registry Agency and the NRA for the most up-to-date information.