Q1. Who can form a Limited Liability Company (LLC) & how?
A1. Any foreign or Bulgarian person (judicial or physical) could establish a LLC. The person/persons would be liable to the company's obligations up to the value of his/hers 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.
Q2. What are the steps for the company formation?
A2.
- Provide us with Capital owner details in order to prepare the required Company documents.
- Choose a Company name.
- Choose a Company manager.
- Be ready with the company capital amounting of BGN 2 (EUR 1) to be put in a Company Gathering account – this is the minimum amount of capital required by the law.
- There are state fees and charges amounting of less than BGN 100 (EUR 50) in case of electronic submission of the Company documents to the Commercial Register.
- After the Company capital is in the Gathering account, the state fees are paid and all the Company documents are signed we may submit them to the Commercial registrar. The Company will be registered in five business days term.
Q3. Should the company be registered under Value Added Tax (VAT) Law?
A3. There are two reasons for registering under VAT – voluntary and obligatory. Voluntary registration can be arranged at any time. Obligatory registration should be arrange right after the company turnover reaches BGN 50 000 (EUR 25 000) for a period not longer than 12 months.
Other type of Bulgarian company is a Joint-Stock Company.
Formation requirements: It is established by a Constituent Assembly, attended by all shareholders.
Registration in the Commercial Register, with attached Articles of
Association, documents of payment of the capital and for appointment of Board of Directors or Supervisory Board and Management Board.
Minimum capital amount: BGN 50 000 (EUR 25 000).
Types of shares: registered (personal) shares; ordinary shares; preferred shares; dematerialized shares.
Management requirements: Board of Directors or Supervisory Board and Management Board.
Incorporation state costs: around of BGN 230 (EUR 118) in case of electronic submission of the Company documents to the Commercial Register.
