Any foreign citizen can register a limited liability company in Bulgaria. There are no legal restrictions on whether the foreigner is a EU citizen or not.
A foreign citizen does not have to live or reside in Bulgaria.
You can visit Bulgaria for the incorporation or do it remotely. However, the presence of the company’s manager in Bulgaria in a one day is recommended, as the procedure is easier.
The Bulgarian limited liability company (LLC, “OOD” or “EOOD”) is the most popular form of doing business in Bulgaria by foreign investors. This type of company is suitable for small and medium-sized businesses.
The LLC may be formed by one or more persons.
“EOOD” is a Bulgarian abbreviation of a limited liability company with a sole owner of the capital.
“OOD” is a Bulgarian abbreviation of a limited liability company with 2 or more partners.
The Company is liable for its obligations up to the amount of its assets. The LLC is not liable for the obligations of its sole owner of the capital or partners. Its sole owner of the capital and partners are liable for the obligations of the Company up to the amount of their equity participation.
Foreigners who register a company in Bulgaria are subjected to the same corporate terms as that of locally-owned companies.
Up to 100% of the registered capital of a Bulgarian company can be held by foreigners.
The company shares may be transferred and inherited.
The sole owner of the capital or the General Meeting of the partners appoints the managing director. It could be either partner or even the sole proprietor or third person. When the company has multiple managing directors, each of them may act independently, unless the Articles of Association provides for otherwise.
The most important advantages of registering a limited liability company in Bulgaria are:
- fast registration procedure in the Bulgarian Commercial Register. Your company is ready on the next business day after submitting the documents in the Commercial Register
- the minimum amount of company’s capital is 2 BGN (=1 EUR)
- corporate tax rate is 10%
- tax on dividends and liquidation shares is 5%
- no social security payments are due on the distributed dividends
- lower social insurance contributions for the sole owner of the capital or partners. Social insurance contributions are due on the minimum contributory income (for 2019 is in amount of 560 BGN = 280 EUR)
- many legal opportunities to reduce the amount of company net profit, respectively the due corporate tax;
- an alternative to the employment contract. Highly paid IT professionals, freelancers, consultants, etc. register a company in Bulgaria and work through it with their foreign employer
- limited liability. The sole owner of the capital or the partners are liable for the company’s liabilities with their contribution to the company’s capital
- quick transfer of company shares
If you want to set up a company in Bulgaria, our team will support and advise you at every stage of the registration process.
You can register your company in Bulgaria remotely by granting us a Power of attorney.
In order to prepare the necessary documents, we need the following information:
- the name of the company you wish to use. We will check, if it is available because the name of the company must be unique
- the amount of the company’s capital
- the amount of the partners’ shares in the capital, if the company will have 2 or more partners. The minimum amount of 1 company share is 1 BGN (=0.5 EUR)
- the scope of business activities of the company
- the registered address of the company. If you don’t plan to lease an office in Bulgaria, you can use our virtual office service for a nominal monthly fee
- the name of a managing director of the company
We also need a scanned copy of the ID cards or passports of the sole owner of the capital or partners, as well as a scanned copy of the manager’s ID card or passport, if different than the owners.
Our legal experts will prepare bilingual versions of all the documents for your company’s registration not later than 24 hours after receiving the above information. The translation into English, Spanish, Italian and Greek is free of charge. Translation into other foreign languages is subject to additional fee.
The documents shall be signed by the sole owner of the capital or partners, as well as a manager.
The Signature sample of the manager shall be notary certified. There are three options:
- to sign it before the Notary Public in Bulgaria, or
- to sign it in the Bulgarian Embassy or Consulate abroad, or
- the manager’s signature to be notary certified by a local notary in your country. In this case apostille or legalization and certified translation in Bulgarian may apply. If so, additional fees for legalization and translation are due.
If you prefer not to come in Bulgaria, our Power of attorney shall be also notary certified.
Email us scanned copies of signed documents and send us by courier the originals.
The next step is the opening of a special bank account for the deposition of the registered capital. The registered capital shall be fully paid-in before the company’s registration.
After that, we will immediately submit the set of incorporation documents to the Commercial register.
Your company will be ready on the next business day!!!
Before starting its business activity the company shall fill an application to the National Revenue Agency in order to get the EU VAT number. We need a notary certified Power of Attorney to represent your company before the tax authorities. The procedure to obtain a EU VAT number takes approximately 2 weeks.
As per the Bulgarian Measures against money laundering Act a contact person of a company shall be announced in the Commercial Register. It cannot be done at the same time with the company registration. The contact person is a natural person who is permanently resident within the territory of the Republic of Bulgaria. We can offer you such a contact person for a nominal monthly fee.
As an additional service we provide a full set of accounting services. Our qualified accountants and tax advisers will take over the tax affairs of your company in Bulgaria.
For more information or if you want to set up a Bulgarian company please do not hesitate to contact us by e-mail: office@kgmp-legal.com or call us on: +359 2 851 72 59.
