Why register a company in Bulgaria?
Bulgaria consistently attracts foreign investment thanks to a combination of factors that make it an exceptionally competitive jurisdiction within the European Union:
- 10 % corporate tax rate — the lowest in the EU, on par with Hungary. For comparison, the EU average is 21.27 % and the OECD average is 23.85 %.
- Minimum capital of EUR 1 — for a limited liability company (OOD/EOOD), the law requires only a nominal capital, eliminating the financial barrier to starting a business.
- EU membership — full access to the single European market, free movement of goods, services, capital, and people.
- Euro since 1 January 2026 — Bulgaria adopted the euro, eliminating currency risk for transactions within the eurozone and boosting confidence among international partners.
- Qualified workforce — competitive labor costs combined with a high level of digital literacy, especially in the IT sector.
Whether you are a Bulgarian citizen, an EU citizen, or a third-country national, the registration procedure is accessible and can be completed entirely remotely through an authorized attorney.
Types of commercial entities
The Bulgarian Commerce Act provides for several legal forms of organization. The choice depends on the scale of activity, the number of partners, and planned financing.
| Form | Min. capital | Partners | Suitable for |
|---|---|---|---|
| ЕООД / ООД | EUR 1 | 1 (ЕООД) / 2+ (ООД) | Small and medium businesses — the most popular form |
| АД / ЕАД | EUR 25 000 | 1+ (ЕАД) / 2+ (АД) | Large enterprises, regulated activities, capital raising |
| ДПК | No minimum | 1+ | Startups, flexible financing (since Dec 2024) |
| Branch | No separate capital | Foreign company | Foreign companies seeking a presence in Bulgaria |
| Representative office | N/A | Чужд. дружество | Marketing and research — no commercial activity |
Limited Liability Company (OOD / EOOD)
This is the most common form in Bulgaria, suitable for over 90 % of business cases. The minimum capital is nominal — EUR 1 (before 01.01.2026 — BGN 2). Management is flexible, and the liability of partners is limited to the value of their shares.
Joint-Stock Company (AD / EAD)
A joint-stock company is chosen when greater capital is required, for regulated activities (banks, insurers), or when a public share offering is planned. The minimum capital is EUR 25,000, of which at least 25 % must be paid in at incorporation.
Variable Capital Company (VCC)
Introduced in December 2024 as a new form specifically designed for startups and technology companies. No minimum capital is required, and changes in capital are not subject to registration in the Commercial Register, significantly simplifying the process of attracting investment.
Step by step: registration procedure
The process of incorporating a company (using the example of an OOD/EOOD) involves the following main stages:
-
Choosing a legal form and company name
Check the availability of the name in the Commercial Register. The name must be unique and not misleading. You can reserve up to 3 options in advance.
-
Document preparation
Drafting the articles of association (memorandum of association for EOOD), minutes of the founding meeting, specimen signature of the manager, declarations under the Commerce Act and the Commercial Register Act.
-
Capital contribution
Opening an escrow account at a bank of your choice and depositing a minimum of EUR 1 (for OOD/EOOD). The bank issues a certificate of paid-in capital, which is a mandatory document for registration.
-
Registration in the Commercial Register
Filing application A4 with the Registry Agency. The state fee is BGN 55 for electronic filing (euro equivalent at the fixed exchange rate) or BGN 110 on paper. The processing time is up to 5 business days.
-
VAT registration (if required)
Mandatory upon reaching a threshold of EUR 51,130 in annual turnover. Voluntary registration is possible at any time and is recommended when working with EU counterparties.
-
Opening a current bank account
After registration, the escrow account is converted to a current account or a new one is opened. Most banks complete this on the same day for Bulgarian companies.
Required documents
The following documents are required to register an OOD/EOOD in the Commercial Register:
- Articles of association (memorandum of association for EOOD) — contains the company name, registered address, scope of activity, capital amount, partner shares, and management structure.
- Minutes of the founding meeting — documents the founders' decisions to establish the company, adopt the articles of association, and appoint a manager.
- Specimen signature of the manager — a notarized sample of the signature.
- Declaration under Art. 13(4) of the Commercial Register Act — certifying the truthfulness of the declared circumstances.
- Declaration under Art. 141(8) of the Commerce Act — certifying the absence of circumstances preventing the appointment as manager.
- Bank certificate for paid-in capital deposited in the escrow account.
- Registered address — stated in the articles of association; a lease agreement is not required, but it is advisable to have a right of use.
- Power of attorney (if filed by an attorney) — notarized if the application is filed by a person other than the manager.
Remote registration
Bulgarian law allows full remote registration of a company without the need for the founders to be physically present in the country. The procedure is carried out as follows:
- Authorizing an attorney — you issue a notarized power of attorney in favor of a Bulgarian attorney. If you are abroad, the notarization can be done at the Bulgarian embassy/consulate or by a local notary (with an apostille and certified translation).
- Signing documents — the specimen signature of the manager is notarized in the country of residence, with an apostille.
- Escrow account — the attorney opens the account and deposits the capital on your behalf.
- Electronic filing — the attorney files the application online using a qualified electronic signature.
The entire process typically takes 7–10 business days, including courier times for documents.
Impact of the euro (since 01.01.2026)
The adoption of the euro on 1 January 2026 has a direct impact on the registration and management of commercial companies in Bulgaria:
- Automatic conversion — all amounts in BGN in founding documents and articles of association are deemed converted at the fixed rate of 1 EUR = 1.95583 BGN.
- Document updates — companies have until 31 December 2026 to update their founding documents by replacing BGN values with euro. This change is free of state fees.
- New registrations — all companies incorporated after 01.01.2026 must state their capital in euro.
- Bank accounts — escrow and current accounts are now denominated in euro.
The transition does not require any additional actions from companies beyond updating their documents.
Tax advantages
Bulgaria offers some of the lowest tax rates in the European Union:
| Tax | Rate | Note |
|---|---|---|
| Corporate tax | 10 % | Lowest in the EU (average 21.27 %) |
| Personal income tax | 10 % | Flat tax, no progressive scale |
| Dividend tax | 5 % | Final withholding tax |
| VAT (standard rate) | 20 % | Reduced rate of 9 % for hotels, baby food, books |
Additionally, the fixed euro exchange rate (1 EUR = 1.95583 BGN) provides full currency stability for operations within the eurozone, which is a significant advantage for companies with international activity.
Bulgaria has over 70 double tax treaties (DTTs), enabling optimization of the tax burden for cross-border transactions. For more information about tax residency in Bulgaria, see our detailed guide.
Frequently asked questions
Need assistance?
The Innovires team can assist you at every stage of the registration process — from choosing the legal form to registration in the Commercial Register and opening a bank account.