Incorporation of Limited liability company (Ltd) from foreigner in Bulgaria
When people wish to associate for business purpose they usually form a company.
Limited liability company (Ltd) is the most appropriate and preferred legal form for conducting business in Bulgaria. The main advantage of Ltd is that its members are not liable for the company’s debts. The company have a separate legal personality from their members. The property of the company is distinguished from that of its members. Partners are not responsible for obligations of the company with their own property.
Bulgarian legislation allows incorporation of Ltd from foreign citizens and legal entities ant it is not matter if they are citizens of an EU member state or not. The procedure and requirements for incorporation are same, as the local ones. It is not even necessary for foreigners to have right of permanent residence in Bulgaria.
It is important for foreigner to be aware of the content of the documents, which he signs. Therefore, documents for company incorporation should be translated to the native language of foreigner or any other language he understands.
The incorporation is done by submitting the necessary documents in the Commercial Register.
From the date of registration in Bulgarian Commercial Register the company comes into being, having a legal personality distinct from that of its members.
Ltd can incorporate by one member and there is not upper limit on membership.
Before you proceed to procedure of incorporation of Limited Liability Company the following questions must be considered:
- Company name;
- The amount of capital – minimum amount for incorporation is 2 levs.;
- The registered office of the company;
- Owner or Co-owners of capital;
- Manager of company – it can be each of the partners or each third party, which is not a partner;
- Subject of activity – company can carry out each activity, which is not prohibited by the law
Obligations of the company after registration in Commercial Register:
From the date of registration the company is subject to a wide range of rights and obligations:
- It should maintain its own accounting;
- To issue customer invoices for goods and/or services offered and in case of cash payment – to issue cash notes;
- To open bank account on the name of the company and/or to register the cash register;
- Within 7 days after registration the owner or co-owners of capital is/are obliged to submit to the National Revenue Agency a declaration for starting business as a self-insured person and to determine the social security income on which to pay social security contributions;
- To get company stamp and optionally – electronic signature