Setting up a company in Bulgaria
To set up a company in Bulgaria as a foreign founder, you choose a legal form (usually an EOOD or an OOD), prepare the founding documents in Bulgarian, pay the share capital into a Bulgarian bank account, and file form A4 with the Commercial Register kept by the Registry Agency. Once the company is entered, you register for VAT if your turnover requires it, put bookkeeping in place and file the annual returns with the National Revenue Agency.
The legal steps are short on paper. What slows non-residents down is the detail around them: documents that must be in Bulgarian, a bank that wants to know who you are before it accepts the capital, and a notary who has to witness the manager’s signature. This guide walks through each step in the order you’ll meet it, with the official figures linked to their source.
The short version:
- Pick the company type and a name.
- Draft the founding act or partnership agreement and the manager’s consent.
- Have the manager’s specimen signature notarised.
- Pay the capital into a bank account and get the bank’s certificate.
- File form A4 and the declarations with the Commercial Register, online or at an office.
- After registration: VAT if required, payroll if you hire, bookkeeping and annual filings.
What you’ll need before you start
Gather these before you contact a bank or a provider. Having them ready is what turns a vague timeline into a firm one.
- A valid passport for every founder and for the manager, plus proof of address if the bank asks for it.
- For a corporate founder: a recent extract from the parent company’s register, its articles, and a board resolution approving the Bulgarian company, all translated into Bulgarian and legalised or apostilled.
- A short description of the business, including the activities you’ll carry on, the countries you’ll trade with and where the money for the capital comes from. Banks ask for this, and some activities need a licence before you start.
- A registered address in Bulgaria, either your own premises or a provider’s address.
- A decision on who manages the company, and whether that person can sign in front of a Bulgarian notary or will sign abroad.
- A power of attorney, if someone in Bulgaria will file and deal with the bank for you.
None of these is unusual, but each one that arrives late adds a week to the calendar.
What’s new for companies in Bulgaria in 2026
Bulgaria adopted the euro on 1 January 2026, at a fixed rate of €1 = 1.95583 Bulgarian lev. Two practical effects follow for a new company.
- Capital and fees now run in euro. The Ministry of Economy’s business handbook still lists several amounts in leva, with a footnote saying that from 1 January 2026 the euro equivalent at the official exchange rate applies. If an older guide quotes a figure only in leva, ask your provider what the current euro amount is.
- The VAT threshold is set in euro. The National Revenue Agency states that mandatory VAT registration applies above EUR 51,130 of annual turnover in Bulgaria, from 1 January 2026.
Older articles written in leva aren’t wrong about the steps, only about the currency, so read them with that in mind.
Choose the legal form before you set up a company in Bulgaria
The Registry Agency calls the OOD or EOOD the preferred form for starting a small to medium-sized company in Bulgaria. It describes the EOOD as a company whose capital is owned by one person, and the OOD as one with at least two founders, who don’t need to contribute equal amounts.
| Form | Owners | Minimum capital, as the source states it | When founders use it |
|---|---|---|---|
| EOOD (single-owner limited liability company) | One | BGN 2/ € 1 | One founder, or a foreign parent company holding 100% |
| OOD (limited liability company) | Two or more | BGN 2/ € 1 | Co-founders, or a joint venture with a local partner |
| EAD / AD (joint-stock company) | One / several | BGN 50,000/ € 25 000 | Larger projects, regulated activities, plans for outside investors |
| ET (sole proprietor) | One person | No capital requirement | A person trading in their own name, with personal liability |
The capital figures come from the Ministry of Economy, Investments and Industry’s handbook on legal forms, which also notes that a variable capital company (DPC) was introduced by 2023 amendments to the Commercial Act, with no fixed minimum capital.
A foreign company that only wants a presence in Bulgaria can also open a branch or a trade representative office instead of a subsidiary. Those routes carry different registration and tax consequences, so get advice on which one fits before you commit.
How much capital to put in
A token capital is legal for an EOOD or OOD, but it’s rarely what a bank or a supplier expects to see. The handbook adds that if the capital is above the minimum, at least 70% of it must be paid in before registration. For a joint-stock company, at least 25% of the value of each share is paid in at incorporation.
Prepare the documents in Bulgarian
The Commercial Register works in one language. The EU’s e-Justice portal records that the Registry Agency portal is available only in Bulgarian and documents must be submitted in Bulgarian. Anything you sign abroad, such as a passport copy, a power of attorney or a parent company’s resolution, will need a certified translation and usually legalisation or an apostille.
The Registry Agency lists these core documents for an EOOD or OOD:
- Application form A4, which the agency calls the most important document.
- Founding act (EOOD) or partnership agreement (OOD), plus the founding protocol or the minutes of the shareholders’ meeting.
- Decision appointing the manager (in Bulgarian, the управител).
- Manager’s consent and notarised specimen signature.
- Bank receipt for the paid-in capital.
- Declarations under the Commercial Register Act and the Commerce Act, including the manager’s declarations on eligibility and non-competition.
- A licence or permit, only if your activity needs one.
Name, seat and manager
Check that the name you want is free in the Commercial Register. Reserving it is optional (form D1). The founding documents also name the company’s registered seat and address in Bulgaria and its manager, who can be a foreign national. Many founders use a provider’s address at the start, which is where a virtual office in Bulgaria comes in.
Beneficial owners
Bulgaria records the people who ultimately own or control a company. According to the e-Justice portal, the beneficial ownership register is part of the Commercial Register and the BULSTAT Register, and changes must be filed within 7 days of the event. Where no legal representative living in Bulgaria is on the record, a natural contact person resident in Bulgaria is entered instead. For a foreign founder, that usually means agreeing with your provider who will act as that contact.
Pay in the share capital
Before filing, the capital goes into an escrow-type account at a Bulgarian bank. The ministry’s handbook puts it plainly: the funds in the escrow account represent the capital of the company being incorporated. The bank then issues the certificate that goes into the filing.
This is the step to start first. Banks run their own identity and source-of-funds checks on foreign founders, and some ask the founder to appear in person. Bank fees depend on each bank’s tariff. If you can’t travel, ask early whether the bank will accept documents signed abroad and certified, or whether a bank account assistance service can arrange the meeting.
File with the Commercial Register
With the signed documents and the bank certificate in hand, you, or a representative holding a power of attorney, file the application with the Registry Agency.
- Online. The handbook says the application may be filed entirely electronically if the applicant has a qualified electronic signature (QES).
- At a Registry Agency office, in person or through a representative.
Fees and timing
For an EOOD or OOD, the handbook lists the Registry Agency fee as BGN 110 when filed on site and BGN 55 when filed electronically, with the euro equivalent at the official rate applying from 1 January 2026. On top of that come notary fees for the specimen signature, bank fees and any translation costs.
The registration decision itself is quick. Under the Commercial Register Act, as summarised on the e-Justice portal, the registration official decides immediately upon expiry of three working days after submission, unless the law provides otherwise. The calendar time from first contact to a registered company is usually set by the documents and the bank, not by the register.
When the entry is made, the company gets its unified identification code (UIC) and appears in the public register.
Register for VAT and set up payroll
Registration in the Commercial Register doesn’t make the company a VAT payer. The National Revenue Agency sets the rules:
- Mandatory VAT registration applies once annual turnover in Bulgaria exceeds EUR 51,130, and the application is due within 7 days of the date the threshold is exceeded.
- The standard VAT rate is 20%, with a reduced rate of 9% for supplies the VAT Act names.
- Voluntary registration and the special rules for cross-border services, imports and distance sales are worth discussing with an accountant before you issue the first invoice. Our page on VAT in Bulgaria covers the questions to ask.
Hiring staff in Bulgaria brings its own registrations for employment contracts and social security. Payroll in Bulgaria explains what a payroll provider takes on.
Run the company: tax, bookkeeping and annual filings
A Bulgarian company keeps its books under Bulgarian accounting law and files every year.
- Corporate income tax is 10 per cent, under Article 20 of the Corporate Income Tax Act.
- The annual corporate tax return is filed between 1 March and 30 June of the following year, and the tax due is paid by 30 June.
- Dividends paid to individuals are taxed at 5%, under Article 46(3) of the Personal Income Tax Act. Treaty relief and rules for corporate shareholders depend on the shareholder’s country.
- Annual financial statements have to be prepared and made public each year. Ask your accountant for the deadline and whether your company needs an audit.
These are rates, not a recommendation. Where your profits are actually taxed depends on where the company is managed, where you live and the treaties between those countries. Take advice in both countries before you rely on any rate. Tax compliance in Bulgaria and accounting in Bulgaria describe what local firms handle month to month.
Doing it yourself or with a provider
Nothing in Bulgarian law stops a founder from filing alone. In practice, the Bulgarian-only documents, the notarised signature and the bank’s checks mean many non-residents work with a local accounting firm, law firm or corporate services provider, often under a power of attorney so they don’t have to travel for the filing.
Accountanty lists 230 firms in Bulgaria, and 222 of them offer company formation. Of those 230, 90 say they focus on foreign clients and 123 work in English. If you’d like to compare them, our page on company formation in Bulgaria explains what a provider does, what a quote should include and how to check a firm.
Common mistakes foreign founders make
- Treating the register as the slow step. The register decides within days. The bank and the paperwork take longer, so start the bank conversation first.
- Signing documents abroad without checking the format. A signature or translation that the register won’t accept means refiling. Agree the exact wording and certification with your provider before you sign.
- Forgetting the beneficial owner and contact person entries. A missing or outdated entry is a compliance gap from day one.
- Using old figures in leva. Since the euro changeover, confirm the current euro amounts for fees and capital.
- Leaving VAT until the first big invoice. The 7-day deadline runs from the date the threshold is crossed, not from the end of the year.
- Assuming a Bulgarian company changes your personal tax position. Company tax and your own tax residence are separate questions.
Where to find an accountant in Bulgaria
Most firms on Accountanty are in three cities. You can browse accountants in Sofia (106 firms), accountants in Varna (67 firms) and accountants in Plovdiv (50 firms). If you want firms that work mainly with non-residents, start with accountants for foreign clients in Bulgaria. For a residence permit linked to your business, see residency and visas in Bulgaria.
If you’d rather not contact firms one by one, send one free quote request through Accountanty. We review it and forward it to firms that match your company type, language and city.
Ready to set up a company in Bulgaria?
The legal route is clear: an EOOD or OOD, documents in Bulgarian, capital paid into a Bulgarian bank, form A4 filed with the Registry Agency, then VAT, payroll and annual filings with the revenue agency. The work that decides how fast it goes is the preparation, so line up the bank, the notarised signature and a local accountant before you file. With those in place, you can set up a company in Bulgaria without surprises and run it from day one.
