LEGAL, ACCOUNTING AND TAX PLANNING SERVICES IN BULGARIA

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Company registration in Bulgaria (Ltd / GmbH type companies)


 

The Legal Process of Starting a Business

According to Bulgarian legislation, all companies are registered in the Commercial Register at the Registry Agency. The registration has effect from the entry of the company into the Commercial Register.

 

Basic steps for establishing a company:

 

(a) Hold a general meeting of the partners of the company at which:

- resolutions are passed for establishing the company;

- Articles of Association/Statute is adopted;

- management bodies are elected;

- adopt and sign Articles of Association/Statute of the company. In accordance with the type of the business structure, the Articles of Association/Statute may have different content. Generally it includes:

- information about the name of the company (which has to be unique for the territory of the Republic of Bulgaria);

- the address of management;

- the sphere of activity of the company;

- the amount of the subscribed capital and the amount of the capital paid in the names of the partners and the way shares are distributed between them.

 

(b) Pay the capital of the company into an escrow account and in the amount stated above. A banking document proving that the capital has been paid in is presented to the Commercial Register.

(c) Submit an application for registration supplemented by a package of documents in the Commercial Register (in accordance with Bulgarian law).


The registration is done by entering the company in the Trade Register, which is an electronic register available online. On registration, the company gets a unified identification code, which is unique for the territory of Bulgaria. It is not necessary to register a company for tax or statistical purposes in order to register it with the Commercial Register because The National Revenue Agency and the Trade Register exchange information and the trader is entered into the general register of The National Revenue Agency without the need for a separate application.

 

After registration, the company prepares accounting documents in accordance with the Accounting act and must abide by Bulgarian tax legislation.

The Bulgarian financial year ends on 31 December and an annual tax declaration should be submitted by 31 March of the next year. The rate of the corporate tax in Bulgaria levied on the company's annual profit is 10 percent.

 

 

The "Turnkey" price of a Bulgarian company (LTD/LLC type) registration service is 595 EURO

The price is the same for registration of a company with one or several shareholders.
This price includes the following:
- company name verification;
- preparation of all statutory documents and declarations;
- arrangement of a visit of the founders of the company to the local notary;
- assistance in escrow bank account opening to pay in the share capital;
- submission of the company documents to the Commercial Register (Companies House);
- provision of the company registration certificate;
- minimal share capital paid in;
- notary fees;
- bank fees;
- all government fees and taxes;
- price of one company chop;
- legal address.

 

Duration of the registration process at the Trade Register: one week.

 

Property Purchase Restrictions and Company Set Up
Bulgaria has restrictions on the acquisition of land by foreign individuals: a foreigner is required to register a company in Bulgaria in order to acquire land (or a building with land attached). The most adequate and commonly used type of company for that purpose is the Limited Liability Company (LLC); the Joint Stock Company (JSC) is also often used as it provides other opportunities and confidentiality. Bearer shares are allowed.

Remarks:
*In Bulgarian law there are no restrictions on foreigners setting up a private company in Bulgaria: there are no special requirements for their participation in the establishing of a company such as a work permit or residence permit.
*The founders are required to be present in Varna during one day only.
*The founders are required to hold a valid passport, other documents are not necessary.
*The founders may be of any nationality.
*The founders may be appointed as the directors of the company.
*The directors may be of any nationality.
*Minimal number of shareholders: one.
*Minimal number of directors: one.
*Allowed minimal share capital is 1 EURO.

*Turn-key price for setting up a Bulgarian private company equal to 595 Euro includes all documents preparation and services, notary and bank fees, initial bank account opening and minimal capital paid in, government fees and taxes, obtaining the Certificate of company registration, the Company seal. Actually, the customer gets the company ready for commercial activity as to obtain land and real estate property, open any current and deposit bank accounts, purchase vehicles and register such vehicles in the name of the company with Bulgarian plates, perform import-export operations, etc.

 

**We can register a Bulgarian company remotely, therefore the founders may avoid visiting Bulgaria. Extra paperwork may be required in this case.

 

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