Why a company registration is necessary?
According to the legislation of the Republic of Bulgaria, foreign citizens cannot own land. To buy and own legally land or the land that a villa, a house, an apartment building, etc., is built on, foreign citizens need to form a limited liability company. To this respect an amendment in the Constitution of the Republic of Bulgaria is expected to be made in favour of EU citizens in 2012.
Depending on the number of partners, commercial companies are:
- EOOD /a single member limited liability company/consists of a single partner, who is the representative of the company and the sole-owner of the capital.
- OOD /a limited liability company/consists of two or more partners, who can manage and represent the company together and separately, as in the documents for the company’s endorsement in the Trade Register the number of shares of every partner is specified separately.
The minimum required capital for both types of companies is 2 BGN. The capital should be deposited in the constitutive business account of the company in a bank chosen by the partners. The capital is compulsory, without it the company’s endorsement in the Trade Register is impossible.
Note: The company capital is not a fee but a sum which can be withdrawn by the owner as soon as the procedure of the company registration has been completed.
In case, that by the time of your stay in Bulgaria you do not have the necessary amount for opening a company constitutive account, you can open personal account in euro in the corresponding bank in which you can subsequently send the amount for the capital, necessary for a company registration. The money sent by you will be changed from euro into Bulgarian leva, according to the fixing of the Bulgarian National Bank.
To open this account, it is necessary to institute rights to an authorized by you person through a power of attorney, who will have the right to withdraw the money from your personal current account and to open and deposit it into the company constitutive account. The capital is deposited in the company constitutive account and upon receiving the Certificate for actual status, the amount can be withdrawn and the account changed into a current account in Bulgarian leva.
For your convenience our company will prepare the documents regarding the registration of your company in English and Bulgarian. It is enough to sign only the Bulgarian documents as they are necessary for your company’s endorsement in the Trade Register.
The power of attorney for institution of rights to a person you have chosen to register the company before the Bulgarian institutions, application A4, and Consent to assume management and signature specimen under art. 141, par. 3 of the Commercial Law in which you declare that you agree to represent and manage the chosen by you company, have to be signed in the Notary Office, before Notary Public, compulsory in the presence of an authorized translator, who bears criminal liability for the authenticity of the translation. In a period of 7 days the Court certificate of your company will be ready.
In the certificate the following information is indicated – names and number of the partners, capital and management address of the company, Unified Identity Code of the company, the term and subject of activity.
The fees necessary for the registration of your company are the following:
- 65 BGN /ca. 33,23 euro/ to 95 BGN /ca. 48,57 euro/ for translation and notary certification of the signatures in the documents for registration / the fees vary according to the type of the company and number of partners/;
- 20 euro – in case you open personal current account in euro /as the fee is for account maintenance/;
- 5010 BGN /ca. 2562 euro/ capital of the company (10 BGN /ca.5,11 euro/ is the bank fee)/;
- 700 euro for payment of fees to endorse the company in the Trade Register; and
- 150 euro for accountancy and submission of annual tax declaration.