Company Formation & Entity Setup in Bulgaria
EOOD, OOD and AD incorporation, Commercial Register filing via the Registry Agency, and post-formation tax and social security registration.
BulgariaCurrency
EUR (adopted 1 January 2026, replacing BGN at the fixed rate €1 = BGN 1.95583)
Legal forms
OOD · EOOD · AD
Minimum share capital
EOOD/OOD: €1 (nominal, redenominated from BGN 2) · AD: €25,000 (BGN 50,000; ≥25% paid up at formation)
Registration body
Commercial Register and Register of Non-Profit Legal Entities, administered by the Registry Agency (Агенция по вписванията)
Formation timeline
3–7 business days for Commercial Register approval; 2–4 weeks to full operational readiness including bank account and tax registration
Corporate tax rate
10% flat (lowest in the EU)
How company formation works in Bulgaria
Bulgaria applies a flat 10% corporate income tax rate, unchanged since 2007 and the lowest headline rate in the European Union, alongside a 20% standard VAT rate and employer social security contributions of 18.92% to 19.62% of gross salary depending on activity-based work-injury risk. Dividends distributed from 2026 profit are subject to 5% withholding tax, though this rate held only because a proposed increase to 10% lapsed when early parliamentary elections forced the 2025 budget to be extended into 2026. An EOOD or OOD can be formed with nominal share capital of €1 (redenominated from BGN 2); an AD requires €25,000, of which at least 25% must be paid up at formation.
Discuss your Bulgaria market-entry structureMatched to your business objective
OOD
The standard vehicle for an operating subsidiary of a foreign company — the default choice for most market-entry engagements in Bulgaria.
EOOD
Used for larger operations, more formal governance needs, or entities seeking to raise capital publicly.
AD
Used for larger operations, more formal governance needs, or entities seeking to raise capital publicly.
Branch
Useful for testing the Bulgaria market before committing to a subsidiary, or for keeping a single legal entity across borders. Creates a taxable presence — profits are generally taxed in Bulgaria.
Representative office
For market research and liaison activity only — cannot sign contracts, invoice, or trade locally in most jurisdictions.
What it takes to register, and how long
Formation runs through the Commercial Register and Register of Non-Profit Legal Entities, administered by the Registry Agency (Агенция по вписванията), typically taking 3–7 business days for Commercial Register approval; 2–4 weeks to full operational readiness including bank account and tax registration.
- Dual pricing mandate through 8 August 2026 — — every price for goods and services must display in both BGN and EUR, in matching font, size and colour, until the one-year transition period lapses
- Fixed, irrevocable conversion rate — — €1 = BGN 1.95583 applies to all contracts, payroll and statutory accounts; salary conversions must round in the employee's favour
- Dividend tax rate in flux — — the 5% withholding rate held for 2026 only because a proposed rise to 10% lapsed with early elections; groups should not assume the rate is settled long-term
- Size-tiered audit thresholds — — small enterprises face a statutory audit only if they exceed 2 of 3 thresholds (assets, revenue, headcount) for two consecutive years, while medium and large enterprises are always audited regardless
Frequently asked questions
Talk to a Bulgaria formation expert
Companies operating in Bulgaria through 2026 should treat the euro changeover as an active compliance project, not a completed formality — dual pricing remains mandatory into August, and every payroll, contract and ledger conversion should be independently verified against the fixed BGN 1.95583 rate rather than assumed correct.