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Bulgaria: Company Forms |
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INFORMATION: BUSINESS, TAXATION AND INVESTMENT |
Bulgaria
Introduction
There
are several types of company appropriate for
conducting business in Bulgaria. Regardless
of the type of business, all details must be
entered in the Commercial Register, which is
maintained by the District Court of the area
in which the business is to be located. The
whole registration process should be completed
within 30 days. Registration at the local tax
office and the National Social Security Institute
are mandatory. Once the company has been registered,
the National Statistical Institute issues a
BULSTAT number, but this must be requested and,
again, is a mandatory legal requirement.
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Bulgaria Private Limited Company (OOD)
A
Private Limited Company has share capital and
the liability of shareholders is limited to
the amount of each individual’s shareholding.
One or more individuals can form this type of
company. The minimum start-up capital is BGN5,000,
which must be divided into shares of BGN10 each.
A minimum of 70% of share capital must be paid
up on foundation of the company. Shareholders
must meet at least annually and a Board of Directors
must run the company.
The
main requirements to set up a Private Limited
Company are the availability of the Articles
of Association, the appointment of a managing
director, and confirmation of paid-up share
capital.
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Bulgaria Single Person Private Limited Company
(EOOD)
This is a form of company that is owned by a
single shareholder, who appoints a Board of
Directors (or Managing Director) to run the
business. The legal requirements for the foundation
of a Single Person Private Limited Company are
the same as for a Private Limited Liability
Company. Proper accounts (balance sheet and
financial statement) must be prepared annually.
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Bulgaria Public Limited Liability Company (AD)
A
Public Limited Liability Company has share capital
and is owned by the shareholders. Liability
of shareholders is limited to the value of the
shareholding. Two or more people can found a
Public Limited Liability Company. There is a
requirement to have minimum capital of BGN50,000,
or BGN100,000 if by public issue. A minimum
of 25% of share capital must be paid up upon
inception. As with other company forms, shareholders
must meet at least annually and proper accounts
and financial statements must be maintained.
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Bulgaria Holding Company
A
Holding Company is permitted in Bulgaria,
provided that it has some role in the management
or investment of a Public or Private Limited
Liability Company. Legally, at least 25% of
the capital of a Holding Company must be invested
in its subsidiaries. A Holding Company must
control a minimum of 25% of the shares of
a company.
Bulgaria Joint Venture
This
is a popular form of business in Bulgaria,
where a Bulgarian company is joined by a foreign
company in a Joint Venture. The business form
of the Joint Venture must comply with any
of the business forms stipulated in the Commercial
Code, but the size of any Joint Venture is
without limit.
Bulgaria Branches
Any
legal entity registered in another country can
register a Branch of the business in Bulgaria.
This is provided that the necessary legal registration
in the country of domicile has been properly
completed. A Branch is not regarded as a legal
entity, although it must maintain accounts.
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