Company registration in Bulgaria

The most common company structure

A limited liability company in Bulgaria can be incorporated with i) a single shareholder (in these cases, the abbreviation is EOOD to denote the single-member nature of the company) and ii) a single director, whom both can be of any nationality and are not required to be ordinarily resident in Bulgaria. Set at only €1, the minimum capital required for LLC incorporation is another advantage of Bulgaria business setup; Following incorporation, the company will be required to file its annual financial statements with the Bulgarian Trade Register every year, before March 31st.

Best choice for mid-size and big companies

A joint stock company (JSC) is known in Bulgaria as an AD company and can be incorporated with a single shareholder (in which case the abbreviation becomes EAD) or two or more shareholders (AD company). To approve the Bulgarian JSC setup, Bulgarian authorities will require an initial share capital of at least €25,000, 25% of which must be paid up at incorporation and the appointment of a board of directors, comprising at least three members who can be of any nationality and iii) the appointment of a certified accountant; Our Clients often find that an AD or EAD company allows them to raise capital more easily in Europe in order to finance their business expansion. This is because i) Bulgarian company law does not restrict the issuance and transfer of shares by JSCs and ii)Bulgarian JSCs can be listed on either the Sofia Stock Exchange or on another stock exhchange in the EU, including: EuroNext; Athens Exchange and the London Stock Exchange; All Bulgarian JSCs are required to have their balance sheet and annual financial statements audited by a certified accountant and file them with the Bulgarian Trade Register before March 31st each year.

A solution for part of the foreign companies

In accordance with the Bulgarian Trade Law, foreign companies can open branch office entities in Bulgaria to do business. Because branches are not considered as separate legal entities, their parent company will be subject to unlimited liability for losses incurred by the branch; The Bulgaria branch must i) appoint a resident legal representative and ii) file annual financial statements with the Bulgarian Trade Register before March 31st each year. e March 31st.

All in hand

The Bulgaria representative offices can be 100% foreign-owned, but cannot pursue any commercial activities in Bulgaria. Consequently, this entity can only engage in liaison activities, market research and promoting the business of the parent company.