A foreign national or Bulgarian citizen (judicial or physical) can form a company. The person/persons will be liable for the company’s obligations to the value of his/her share in the company’s registered capital. The shareholders conduct preliminary discussions on the commercial activities they intend to engage in. Based on their agreement, Articles of Incorporation are prepared & signed by all shareholders.
A dedicated bank account is opened to collect all share capital. The minimum share capital required is 5,000 leva. Shareholders at time of registration must have paid at least 1/3 of their respective shares. It is required that at least 70% (3,500 leva) of the capital is raised at time of registration.
The company exists from the moment it is added to the Commercial Register of the district court of where the company will be based. The entry is made upon issue of a district court decision for the incorporation. The following documents must be available at the time of the submission of registration application to the district court.
1. Articles of incorporation;
2. Memorandum for appointment of Director/ Directors;
3. Proof that each shareholder has paid at least one third of its interest, but not less than 10 leva;
4. Proof that at least 70 per cent of the registered capital has been paid.
The Bulgarian State Gazette is the official paper of Bulgarian State. All Bulgarian legislation is published there for the law to take effect. Publication of the company entry in the Commercial Register does not complete your company formation, it announces to the general public the act of formation.
Finally, your new company will need to register immediately with the National Tax Register Authority.
The costs involved are: 3,500 leva = 70% share capital. Administrative costs payable to the state & registration court are 250 leva. This is the minimum capital that you need to raise for registration. Once the entire share capital has been paid up, these funds can be accessed and withdrawn.
The process of forming a company can take anywhere between a few days to a few weeks.