Limited Liability Company registration in Bulgaria

It must not contain sensitive words that imply criminal activity or contradict to the standards of public morality. The words such as “Assurance”, “Bank”, “Insurance” are the subject of licensing.

The name of the company may not create any associations with the governmental bodies, agencies and departments.

It must end with words or abbreviation signifying a limited liability, especially “Druzhestvo s Ogranichena Otgovornost”or “OOD”. In case only one person is the owner of the company the name must comprise of the wording: “Ednolichno OOD”.

Bulgarian LLC is required to have a registered office address in Bulgaria.

One director is the minimum required. There is no requirement for them to be locals and there is no requirement regarding the place and frequency of board meetings.

The director and shareholder can be the same person. The directors’ details are registered on the public record and can be accessed by the public. Services of the nominee are available.

The appointment of a secretary is not mandatory, but optional.

One member is the minimum required. There is no requirement for them to be locals and corporate persons can become shareholders. There is no requirement regarding the place and frequency of members ‘ meetings.

The director and shareholder can be the same person. The shareholders’ details are registered on the public record and can be accessed by the public. Services of the nominee are available.

The beneficial owners’ details are not registered on the public record.

The share capital is formed by the contributions of the members, there is no minimum amount established for such contribution. The contributions should be fully pained up and denominated in Bulgarian currency – BGN.

With regard to the Bulgarian LLC there is not any difference between the paid-up capital and share capital since the last one should be fully paid up during the incorporation.

LLC in Bulgaria can be incorporated within 10 days, Bulgaria is considered to have one of the fastest registries worldwide.

Ready-made but unused LLCs are available in Bulgaria, if you are in need for a quicker incorporation process.

Bulgarian legislation does contain any requirements regarding the economic substance of the Limited Liability Companies. This means that the company is not demanded to have premises and an adequate number of employees, the number of expenditures to support its activity in Bulgaria. In that sense Limited Liability Company must have an address within the territory of Bulgaria that will be registered as a company’s address.

The LLC must prepare and keep its accounting records. That accounting records and annual return should be lodged to the authorities. However, small and medium enterprises have the simplified procedure to file the financial statements.

The corporate tax rate in Bulgaria is 10 %.  In the same time Bulgaria has huge number of double tax avoidance treaties and due to the membership of the state in the EU, Bulgarian LLC is entitled to tax benefits that are established on the EU level. Interests and royalties paid to the non-EU members are subject for the taxation at the rate of 10%, unlike dividends that are taxed on 5% rate. VAT rate is 20% however, the business involved in hotel and accommodation commercial activities is subject for the reduced tax rate of 9%. The threshold for the VAT to be registered is € 25.560 EUR (50.000 BGN)