13 answers for owners and founders of a Bulgaria company, from ordering to banking, annual compliance and what happens after incorporation. General information, not legal or tax advice; your specialist confirms how it applies to you.
Yes. A name reserved with the Registry Agency on form D1 is held for 6 months, and only you can register a company under it in that time. The reservation can be renewed for another 6 months and does not oblige you to register. It is a sensible step when notarising and apostilling signatures abroad takes a few weeks.
Yes. You can ask for voluntary VAT registration in the initial registration application to the Registry Agency, without the turnover reports a later application needs. This suits companies that buy from VAT-registered suppliers or trade with EU businesses from day one.
By 30 September of the following year, in the Commercial Register. A company that had no activity files a declaration of inactivity instead, due by 30 June the next year, for its first period without activity. Missing the deadline exposes the manager and the company to fines (confirm the current amounts with your specialist).
The National Revenue Agency registers it compulsorily, charges VAT retroactively on all taxable supplies from the date the obligation arose and imposes a financial penalty. Watch turnover monthly once you trade in Bulgaria. We alert you when you approach the threshold (confirm the current euro threshold with your specialist).
At least six months. The liquidator invites creditors in writing and through the Commercial Register, and the company cannot be deleted before that six-month claims period ends. In the meantime the liquidator sells assets, pays creditors and distributes what is left to the owners.
Source: Liquidation, Point of Single Contact, Republic of Bulgaria
Usually yes. Signatures on the founding documents that are made outside Bulgaria are notarised where you sign and then apostilled, and the documents are translated into Bulgarian by a sworn translator. Bulgaria is a party to the Hague Apostille Convention, so an apostille from another Convention country is accepted without consular legalisation. We tell you exactly which documents to sign before you book a notary.
Source: Status table, Convention of 5 October 1961 Abolishing the Requirement of Legalisation for Foreign Public Documents, Hague Conference on Private International Law (HCCH)
No. Filing the VAT registration application with the National Revenue Agency is free of charge. Our fee, if you ask us to prepare it, covers the application and the turnover schedule, and it is shown on your quote before you pay.
Mainly accounting: monthly bookkeeping, the annual corporate tax return, publication of the annual financial statements and, if registered, monthly VAT returns. Payroll adds cost once you hire staff. The renewal from US$480 covers our annual services, and we quote the accounting once we know your volumes.
The Starter package is US$1,199 for the first year. From year 2 the renewal is US$480 a year, which covers our annual services. Accounting, tax returns and VAT returns are quoted separately once we know your volumes.
Passport and proof of address for the manager and owners, the founding documents, a short business description and evidence of where the capital comes from. Some banks ask the manager to attend in person. The account holds the share capital until the company is registered, then becomes its operating account.
Some will. The FATF currently lists Bulgaria among jurisdictions under increased monitoring, and certain banks and payment institutions respond with enhanced due diligence on Bulgarian companies. Expect to show source of funds, contracts and invoices in more detail. We tell you which providers apply this before you choose.
Source: Jurisdictions under increased monitoring, Financial Action Task Force (FATF)
10% flat on annual profit.
The owner records the decision in writing, and the incoming manager gives a notarised consent together with a sample of their signature. The change is then filed with the Commercial Register. Signatures made abroad are notarised and apostilled there, as at formation, and we prepare and file the documents for you.
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