Setting up a company in Bulgaria

Setting up a company in Bulgaria can be driven by desire to start a new business, to purchase property/assets for investment purposes, or to expand an already existing business.

In any case, the clearly defined purpose for setting up a company is essential to help you with the most suitable legal form of company for your business.

BASIC BENEFITS, related to the incorporation of a company in Bulgaria:

Tax reliefs:

Republic of Bulgaria is a member of the European Union (2007), that allows:

  • Full access to the European single market: free movement of goods without customs duties and quantitative restrictions (quotas) within the EU;
  • Possibility for financing of the business with European funding;
  • Small and medium-sized enterprises can benefit from grants and financial instruments;
  • Increased certainty and predictability: a stable EU legal and institutional framework;
  • Economic stability and transparency;
  • Easier access to experts and qualified workforce from other countries.

Republic of Bulgaria is a member of Schengen Area (2025):

  • As from 1 January 2025 Bulgaria is a full member of the Schengen Area that allows borderless travel by air, sea, and land.

Eurozone entry in 2026

  • Bulgaria will adopt the euro on 1 January 2026. This will lead to price stability, lower currency risk, easier trade, lower interest rates, and participation in ECB decision-making

Qualified and affordable workforce:

  • The average gross monthly salary in Bulgaria as of 2024 is approximately BGN 2,000 (~EUR 1,000);
  • In comparisson, the average for the EU is over EUR 3,000 (in West Europe often more than EUR 4,000);
  • The minimal salary in Bulgaria is aroundBGN 933 (~ EUR 477) as of 2024, while in countries like Luxemburg and Ireland it is over EUR 2 000.

Fast and simple procedure for registration of a company in Bulgaria:

  • Registering a company in the Commercial register and the register of non-profit legal entities kept by the Registry Agency of the Republic of Bulgaria takes approximately two/four-days following filing of the documents in the register.

Low amount of the required by law registered capital:

  • For setting up a limited liability company (Ltd/OOD): BGN 2, or appr. EUR 1
  • For setting up a general partnership, limited partnership, and of a company with variable capital (GP/SD, LP/KD, CVC/DPK): there is no requirement for registered capital
  • For setting up a joint stock company and partnership limited by shares (JSC/AD, PLS/KDA): BGN 50,000, of which at least 25% must be contributed upon registration, or BGN 12,

VAT registration:

  • Voluntarily VAT registration: Upon submission of the documents for company registration in the Commercial register, at the client’s request, the company may be voluntarily registered under the Value Added Tax Act (VAT Act) and receive a VAT number at the time of its establishment. This procedure is completely free of charge and is carried out automatically, without the need to submit additional documents to the authorities.
  • Mandatory VAT registration: According to the current Bulgarian tax legislation, the company is subject to mandatory VAT registration upon reaching a taxable turnover of BGN 100,000 (one hundred thousand leva) or more, as of April 1, 2025, within a period not exceeding the last 12 consecutive months prior to the current month.

RESTRICTIONS, related to the incorporation of a company in Bulgaria:

Address:

  • The newly incorporated company must have seat and registered address that are real and provable(by a lease agreement, notary deed, or consent by owner/lessee). Using of a fictious address is a ground for de-registration of the company.

Subject of activity:

  • Some activities in Bulgaria cannot be carried out immediately after the registration of the company in the Commercial register, as they are subject to additional authorization from a competent authority (through a licensing or registration regime). Examples of such activities include: the provision of financial services, legal services, activities provided by travel agencies, private security companies, pharmacies, healthcare institutions, and others.

Bank account:

  • Opening of a capital raising bank account (also called „capital account“) is a mandatory step while incorporating a company in Bulgaria, when contributing of a capital is required – for example for OOD, AD, KDA.
  • The capital bank account is a temporary bank account for the share capital to be contributed by the shareholders before registration of the company in the Commercial register. Following registration, the capital bank account must be closed and a regular payment bank account to be opened.
  • The capital bank account can be opened by the future manager of the company or by an authorized third party. Not all Bulgarian banks, however, accept the capital bank account to be opened by a proxy.
  • Most commonly required documents:
  • Articles of incorporation/Articles of association/By-laws – signed by all shareholders.
  • Resolutions of the sole owner/shareholders for setting up – with included amount of capital and personal data of the manager;
  • Identification card/passport of the manager – for physical identification;
  • Fulfilled bank formulars – for opening of a bank account and contributing of amounts.
  • Most of the banks require also declarations under the Measures against money laundering act (AMLA).

Restrictions related to the persons participating in the management:

  • Convicted persons: a person who has been convicted of a general criminal offense (especially economic crimes), cannot be a manager or a member of a management body;
  • Legal incompatibility: civil servants are not allowed to be managers or shareholders in commercial companies, unless otherwise provided by law.

Beneficial owner:

Requirement for announcing of information regarding the beneficial owner of the company, when the latter is incorporated by a foreign legal entity.

COMPANIES

According to the provisions of the Bulgarian commercial law, the types of commercial companies are:

General partnership;
Limited partnership;
Limited liability company;
Joint-stock company;
Partnership limited by shares; and
Company with variable capital.

Documents

The documents required for setting up a company in Bulgaria vary, depending on the chosen legal form of the company.

In general the documents include: Articles of incorporation/Articles of Association/By-laws; Minutes of incorporation; template  declarations, related to the management and representation of the company; documents required by the sole owner/shareholders of the company (as copies of passports, certificates, etc.: issued by the commercial register in the jurisdiction of incorporation of the foreign legal entity evidencing its actual legal status: date of registration, address, shareholders, managers/directors, registration number).

We can assist you with preparing of all the necessary documents for setting up the company desired by you in Bulgaria.

In addition to company registration in Bulgaria, we can also assist you with the subsequent steps related to the successful implementation of your business ventures, including, but not limited to:

Preparation and submission of all legally required tax and accounting declarations, reports, statements, and statistics, as well as preparation of all necessary documents for hiring employees within the company, employment contracts and agreements, management contracts, lease agreements, change of address, registration of changes to the company’s file, corporate resolutions, and more.