Company registration services in Bulgaria

TBA experienced team of lawyers and accountants, provide a comprehensive range of customised services to include the formation of Bulgarian Corporate entities, advice relating to the structuring of foreign direct investment into Bulgarian and the Balkans region and specialist advice regarding Property transactions and ownership structures. In the recent years the key priorities in Bulgaria’s foreign policy became the membership in the European Union and NATO. As a result of the country’s considerable progress towards meeting the criteria for EU membership, Bulgaria joined NATO in 2004 and as of 1 January 2007 became a full member of the European Union.

Bulgaria has become a very interesting choice for opening a business due to the geographical positioning, bordering the Black Sea to the east, Romania to the north, Serbia and Macedonia to the West and Greece and Turkey to the south. The country positions itself in south-eastern Europe, with a territory of 110,994 sq. km., being the 14th largest European country. Opening a company in Bulgaria is at first sight a straightforward and not complicated process. There are relatively clear requirements of Bulgarian Company Laws and the whole procedure is fast and easy compared to other corporate issues. Our corporate attorneys start the process of forming companies in Bulgaria with an in-depth analysis of the specific requirements of the respective client and clarification of some essential matters:

• What is the new company’s purpose – running an active business, land acquisition etc.;
• What type of legal form will fit most to the profile and needs of the business entity;
• What are the specifics of the business that will be run by the company;
• Who will be the owner/s and who will be the manager/s and what are the legal implications for them;
• What powers will be granted to the manager/s by the shareholder/s and owner/s;
• What further expenses and costs should be expected after the process of Bulgarian company creation is complete;
• What are the legal ways of reducing these further costs and at the same time working with conformity with Bulgarian legislation;
• What can be done for tax optimization and tax planning.

When it comes to initial costs and expenses some non-lawyers quote lower fees in order to attract clients – but too low to be realistic actually. Because at a later stage it turns out that there are either hidden or additional costs of different nature. Or that even if a Bulgarian LTD is duly registered with the Commercial Register it cannot operate legitimately for a number of reasons. The effective registration with Bulgarian Trade Register is the final step of the incorporation of the respective limited liability legal entity but yet not the last thing to be done in connection with the procedure of starting a company in Bulgaria. There are certain mandatory procedures following the company establishment that must be undertaken by qualified accountants. In this relation one should know that attorneys operating under Bulgarian Bar Act have certain obligations which should follow quite strictly and could be held responsible for their actions and in this relation are required to maintain professional indemnity insurance cover – while non-lawyers and paralegals do not have such obligations.

There are really many advantages that can drive an investor to start a Bulgarian company. It is definitely not the only but maybe it is the most important one – and this is one of the lowest corporate tax rate in the whole of the European Union. It amount to only 10% – yes, that’s only ten percent! This absolute maximum that any company registered and based in Bulgaria can be obliged to pay to the Bulgarian state. It is very important to mention that all expenses that a company has made are subject to deduction from the total corporate turnover at the end of each financial year. Actually, it is not all of them, but all relevant and business-related expenses made throughout the year. If you have a good enough accountant or business consultant – it’s almost guaranteed that you will have all those financial expenses deducted from the turnover.

When it comes to opening a business in Bulgaria, one may benefit from many advantages, such as a symbolical minimum required capital, worth 1 Euro, and the simplified registration process. It usually takes a few days for a company to register in Bulgaria, but in some cases, it can take up to two weeks. However, a key advantage in opening a business in Bulgaria lies in the possibility of using a power of attorney to open the company and it is not mandatory for the founder to be present in Bulgaria when registering the company. Another important factor is that there are no running costs for the company; therefore, if the company was registered but it does not have any activity, it is not subject to financial obligations. However, the company must submit an annual tax return, a very simple process that can be made using accounting services or directly by the company’s manager.