Registering a company in Bulgaria as a foreigner — steps, notary, apostille

Foreign citizens can register an EOOD or an OOD in Bulgaria without holding a residence permit. The steps are the same as for Bulgarian citizens; what differs is how the documents are signed and certified.

Step 1: Choosing the legal form

The most common forms are the EOOD (for one owner) and the OOD (for two or more). For most small businesses the EOOD is the best choice. An EOOD suits a single owner — simpler management, decisions taken by the sole owner without a general meeting. An OOD is for two or more partners — it requires a partnership agreement, a general meeting and a more complex structure. In a partnership it is important that the agreement clearly regulates rights, obligations and how disputes between the partners are resolved.

Step 2: Preparing the founding documents

You need:

• The founding act (for an EOOD) or the partnership agreement (for an OOD)
• A decision of the sole owner or of the general meeting
• A specimen signature of the manager, certified by a notary
• Declarations under Article 141 of the Commerce Act

Step 3: Paying in the capital

The minimum capital is a nominal amount fixed by the Commerce Act; I confirm the exact figure when I prepare your documents. The capital is paid into a bank account and you receive a document confirming the payment. If opening the account is difficult for you as a foreigner, see guaranteed registration without a bank account.

Step 4: Filing with the Commercial Register

The application is filed electronically (state fee €33). The entry is made within 3 working days.

Step 5: After the entry

The company receives its unified identification code. You then need to open a company bank account, register for value added tax if the turnover exceeds €51,130, and engage an accountant.

Two ways to sign if you are a foreigner

If you are in Bulgaria, all documents are signed before a notary in the presence of an interpreter. If you are outside Bulgaria, the signatures are certified at a Bulgarian consulate or by a notary in the country where you are, an apostille is then added, and the translation is made in Bulgaria. Registration is filed with the Commercial Register in the same way as for Bulgarian citizens: founding act or partnership agreement, decisions, declarations and paid-in capital.

Costs of registration

• Minimum capital: a nominal amount fixed by law
• Registry Agency fee: €33
• Notary certification of a specimen signature: about €5 (for foreigners, also the cost of an interpreter)
• My fee: EOOD €150, OOD €170 — includes drafting all the documents (see prices)

What to do straight after registration

• Open a company bank account — needed for all transactions
• Engage an accountant — mandatory for the monthly or quarterly returns
• Register for value added tax — mandatory above €51,130 of turnover, voluntary earlier
• Sign employment contracts — when you hire staff
• Prepare general terms — if you deal with customers online

I also help after registration — drafting contracts, employment-law questions and ongoing legal support for the company. Call me on +359 896 963 447.

Common mistakes in registration

The most common mistakes in a do-it-yourself registration are incomplete or wrongly drafted founding documents (which lead to a refusal by the Commercial Register), missing declarations, and a wrong or too narrow object of activity. If the Register refuses, the fees are not refunded. With a lawyer, the documents are drafted correctly the first time. For companies with foreign partners the requirements are additional and more complex.

Registration online — without visiting my office

I offer full company registration remotely. You send scans of your identity documents and have the specimen signature certified by a notary of your choice; I prepare and file everything else. This is especially convenient for clients abroad.

Tax obligations after registration

Every EOOD and OOD must file an annual tax return under the Corporate Income Taxation Act. Corporate income tax in Bulgaria is 10% — a flat rate, one of the lowest in the EU. Dividends are taxed additionally at 5%. Above €51,130 of turnover, registration for value added tax is mandatory, after which monthly VAT returns are filed. Meeting tax deadlines on time is key to avoiding penalties.

Frequently asked questions

Nikolay Hristev, Plovdiv Bar Association