Europe · Company formation
Company formation in Bulgaria
A low-cost EU operating company that carries one of the bloc's joint-lowest headline corporate tax rates, with single-market access and a wide treaty network.
At a glance
- Entity
- Single-member private limited company (EOOD); the multi-owner form is an OOD
- Corporate tax
- 10% flat — the EU's joint-lowest headline rate; a 5% withholding applies on dividends (nil to an EU/EEA parent under the parent-subsidiary rules), for a combined burden of about 15% (as of 2026)
- Incorporation time
- ~3–7 business days with electronic filing; roughly 1–2 weeks if formed remotely by power of attorney
- Minimum capital
- EUR 1 (redenominated from BGN 2 on euro adoption, 1 Jan 2026, at the fixed rate of BGN 1.95583/EUR)
- Resident director
- Not required; the manager may be a non-resident of any nationality, but must be a natural person
- Audit
- Small-company exemption; a statutory audit is mandatory only if two of three thresholds are exceeded — assets ~EUR 1.02m, net sales ~EUR 2.04m, or 50 employees
- Remote set-up
- Mostly; the manager's consent and specimen signature must be notarised (achievable abroad with apostille and a POA), and bank KYC on the collection account often requires a visit
- Government fee
- EUR 28.12 for electronic filing; EUR 56.24 on paper (Commercial Register, Registry Agency), as of 2026
- Best for
- A low-cost EU operating company that carries one of the bloc's joint-lowest headline corporate tax rates, with single-market access and a wide treaty network.
The process
- Verify and, if desired, reserve the company name at the Commercial Register
- Draft the founding act and sole-owner resolution, and notarise the manager's consent and specimen signature
- Open a capital-collection account, deposit the EUR 1 minimum share capital, and obtain the bank certificate
- File application form A4 with the Commercial Register (Registry Agency), electronically for the lower fee
- Obtain registration and the Unified Identification Code (UIC), then convert the collection account into an operating account
- Register for VAT once taxable turnover exceeds EUR 51,130 over 12 months, or voluntarily
What can go wrong
- Euro changeover (1 Jan 2026): share capital and audit thresholds were redenominated from the lev at BGN 1.95583/EUR; every company must restate its founding act in euro and file it by 31 December 2026.
- Banking is the practical bottleneck — Bulgarian banks apply exacting KYC to non-resident owners, and account opening can require a personal visit and take longer than the registration itself.
- Thin substance invites scrutiny: the 10% rate attracts CFC attribution and place-of-management challenges in the owner's home jurisdiction, so genuine local office and management presence matter.
- The headline 10% is not the effective cost to an individual owner — extracting profit adds 5% dividend withholding; confirm treaty relief and home-country taxation of the distribution.
Popular relocation routes
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Form a company in Bulgaria?
One named person on the file, an honest read on tax and substance, and a fixed quote before you commit.