Do I have to convert my company’s capital from leva to euro?
Yes, by 31 December 2026. It is mandatory for every EOOD, OOD and joint-stock company: the articles of association must be brought into euro and the documents filed with the Commercial Register.
What is the penalty if I do not convert the capital on time?
A company that misses the deadline is liable to an administrative penalty under Article 59 of the Act on the Introduction of the Euro in the Republic of Bulgaria. The procedure is relatively simple and cheaper if done in time.
From 1 January 2026 the capital of commercial companies is kept in euro. The Registry Agency carried out the conversion on its own initiative, but every company must itself bring its articles of association or founding act into euro. I take over the whole procedure of converting and changing the capital into euro — in Plovdiv and online across the country.
Price: €60 (in the office or with a visit) or €50 online — the documents by email, you sign and scan them yourself. I prepare all the documents (decision or minutes, amended articles of association or founding act, applications, declarations) and file them with the Commercial Register. Lower rates apply when several companies are converted together — see prices.
Which law applies
The conversion is governed by Articles 30–32 of the Act on the Introduction of the Euro in the Republic of Bulgaria. The value in leva is divided by the official rate of 1.95583 leva per euro and rounded to the second decimal place.
The deadline
31 December 2026 — 12 months from the introduction of the euro (Article 32(1)). The time left is enough, but the procedure requires preparing documents and filing with the Commercial Register — do not leave it to the last moment.
What follows if the deadline is missed
Companies that do not bring their capital and documents into line by 31 December 2026 are liable to a penalty (fine) under Article 59 of the same Act.
Important: the penalty is imposed on the company and/or on the manager personally. The breach does not have to be intentional — it is enough that the deadline was missed.
Why the capital often has to be changed — the 5% rule
Rounding produces a discrepancy: the nominal value of one share is rounded to the second decimal place, and after multiplying by the number of shares the total does not equal the whole capital — by a few cents.
Example — an OOD with a capital of BGN 5,000 and 50 shares:
Capital: 5,000 ÷ 1.95583 = €2,556.46
Share: 100 ÷ 1.95583 = 51.1289… → €51.13 (rounded)
€51.13 × 50 = €2,556.50, while the capital is €2,556.46 → a discrepancy of €0.04
The sum of the shares must be exactly equal to the capital (Article 117(2) of the Commerce Act). The capital is therefore adjusted within ±5% — for example to €2,550.00, divided into 50 shares of €51.00.
An important relief: for an adjustment of up to 5% the complex procedures of the Commerce Act for increasing and reducing capital do not apply (Article 32(5)). The change is quick — by a decision of the owner or minutes of the general meeting.
When Form G1 alone is enough
If after conversion the capital and the shares match exactly, no adjustment is needed — only Form G1 is filed, to announce the amended articles of association or founding act.
Example: a capital of 620 leva (10 shares of 62 leva). Share: 62 ÷ 1.95583 = €31.70; 10 × 31.70 = €317.00, which is also the converted capital (620 ÷ 1.95583 = €317.00). It matches exactly → Form G1 only.
When Form A4 and minutes are needed
If there is a discrepancy and the capital is adjusted by up to 5% (or the number or nominal value of the shares changes), Form A4 is filed to enter the change, together with a decision of the sole owner or minutes of the general meeting and the new articles of association or founding act.
- Form G1 — when the converted capital and the shares match exactly. It only announces the amended articles of association or founding act.
- Form A4 + minutes — when there is a discrepancy and the capital is adjusted by up to 5% or the shares change. It enters the change on the basis of a decision or minutes.
A possible state fee when the capital changes
When the amount of the capital changes (minutes and an amendment are prepared), a state fee may be due. The fee under Article 16a(3)(1) of the Tariff of State Fees is €30.68 at the counter and €15.34 electronically.
Price: €60 (with a visit to my office) or €50 online — no visit, documents by email. In Plovdiv and online across the country.
+359 896 963 447Frequently asked questions
Nikolay Hristev, Plovdiv Bar Association