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Purchase property in Bulgaria

Our law office D.Vladimirov & Partners provide a professional legal services to purchase property in Bulgaria.

The entire process of buying a property in Bulgaria is complicated so we need to check the ideal parts of the ownership right and also the land plot for lack of encombrances.

Once you’ve found a home you plan to buy and agreed the selling price, you will need to take the following steps:

Signing a preliminary contract and pay a deposit.
Signing the notary deed and make the final payment.

The buying process is generally straightforward and is often completed within a month. EU citizens can purchase and own property in Bulgaria in the same conditions as locals.

The process of property acquisition and disposal can be lengthy and complicated and we advise our clients on the significant commercial implications that might arise.

We advise on and draft development agreements, provide legal assistance in construction, planning and site disposal matters, fund-raising arrangements, freehold transfers and any associated due diligence reports.

We assist in the acquisition of real estate in Bulgaria and in the subsequent implementation of investment projects in the field of hotel management and tourism, golf courses, office and commercial buildings, industrial construction works in Bulgaria

Please note we are chariging you for real costs and legal fees, state fees and the tax for transferring of ownership). If a travelling out of Sofia is needed, this would be calculated additionally.Purchase property in Bulgaria

Property legal check-up

Working with many international clients & corporate, our law office D.Vladimirov & partners has created a stable legal work policy for checking of the legal status of your property in Bulgaria.

Acting as a qualified property lawyers in Bulgaria, we performing the legal check services for our clients, depending on complexity of every case in the Bulgarian property register.

We check in the Bulgarian property Register the status of the certain property and report to our clients the final results and warnings, if there are any.

This information would allow you to check whether there are any encumbrances upon your property, for which you do not know, for example: a mortgage for a loan, which is already repaid, interdiction, imposed by the tax authorities for unpaid tax obligations, or any other rights of third persons.

Bulgarian land investment no longer requires company !

As a result of the contractual obligations, undertaken by the Bulgarian government in relation to Bulgaria’s membership in the European Union, an important part of the Bulgarian law was recently changed.

From 1 January 2012 citizens of the EU are no longer prohibited to purchase Bulgarian land, which is in regulation.

Until this date they had to set up a Bulgarian company and purchase land through the established legal entity, as according to the old law only Bulgarian individuals and companies had the right to acquire Bulgarian land.

This led to many unfavourable consequences for foreign investors, such as paying additionally to a lawyer to establish a Bulgarian company, appointing an accountant for the relevant services and making other expenses, related to having and maintaining a company.

Preliminary Contract

The first stage in buying a home in Bulgaria is the signing of a preliminary contract. Your lawyer is responsible for ensuring that this is drawn up correctly and you shouldn’t rely on an estate agent to do so.

It’s important not to pay a deposit or sign a preliminary contract prior to performing an in-depth due diligence of the property.

Check that the property has the same dimensions as advertised, if there are any undisclosed encumbrances (i.e pending costs) and that all the necessary permissions and documentation are in place.

While some agents or developers will provide a properly-drawn up contract, some won’t – and unless you’re a Bulgarian-speaking lawyer you won’t be able to tell which is which!

For peace of mind it’s recommended that you have the contract drawn up or at least checked by a Bulgarian property lawyer.

There are a number of types of preliminary contract, depending on whether you’re buying an existing (built) property or a new property off plan (i.e. yet to be built or under construction).

Signing the Notary Act

Signing the notary act (sometimes referred to as the notary deed, purchase contract or final contract, which is equivalent to a title deed) is the final step in taking ownership of your property.

If you’re unable to be present at the signing, you can have your agent or lawyer sign it on your behalf if you’ve given him power of attorney.

You should always sign the notary act in person if you’re buying a brand new or off-plan property, to make sure that all the requirements of the preliminary contract have been met.

The signing of the notary act takes place in front of a notary public, who first checks that all the conditions contained in the preliminary contract have been fulfilled.

It’s normal for all parties concerned to be present when the final contract is read, signed and witnessed by the notary, including the estate agent, developer (for new or off-plan property), your lawyer and your translator.

Either party (buyer or seller) can give a representative power of attorney. In the case of an off-plan purchase, the final contract isn’t signed until the building is complete.

Find independent legal advice for purchase property in Bulgaria

Numerous property owners are now experiencing problems with their property because they did not seek independent legal advice and instead used lawyers and translators which were recommended by the estate agent or developer and they were acting for both parties.

Appoint a qualified lawyer, who is experienced in property conveyance and fully independent of anyone else involved in the transaction, eg the estate agent, vendor or developer.

If you need our legal assitance, do not hesitate to contact us immediately

May 20, 2018/by lawyer

Legal advices, News, Personal

Bulgarian construction lawyer

Our lawyers have been involved in a wide range of construction projects, from small and medium size projects, such as construction of petrol stations, to major thermal power plants as Bulgarian construction lawyer.

We provide advice to investors, developers, financing institutions and government organisations.

Our thorough appreciation of the risks involved in property development and construction ensures we work together with our clients to minimise those risks.

Issue of Certificate for rough construction, roof level, (Act 14)

This act certifies that certain stage of the construction process is reached.

More specifically, the separate floors, staircases, outdoor and indoor walls, as well as the roof of the building are completed.

During the construction process the authorities issue an acceptance of the completed works by the investor and the supervisor

The completion of construction is certified by execution of a protocol (“Act 15”) which is signed by the investor, the designer, the contractor and the supervisor.

This Certificate called Act 15, the supervisor prepares a final report on the execution of the works.

The executor of the construction works hands over the building to the investor.

Issue of Certificate for Permission for usage (Act 16) – the building is completed in full at that stage. Bulgarian construction lawyer

It is examined by government construction authorities if it corresponds to the initial architectural project about which the building permission is received.

These four stages are absolutely obligatory and a must according to the Bulgarian Construction Law

Our law office provides professional consulting services and negotiaton assistanceship bteween the foreign investors and the construction contractors.

OUR LEGAL PRACTICE – CONSTRUCTION PROCEDURES

Throughout the years of our practice in the fields of construction law.

We actively took part into the development of folowing :

A/ infrastructural projects,

B/ linear and site infrastructure projects,

C/ gas stations, environmental

D/ water projects, waste treatment facilities construction projects, etc.

We have experience at all stages of the construction process – from the proper development of a detailed zoning plan procedure, giving the frames of the future construction project.

We are also able to provide legal advice upon the necessary demolition of equipment, whose operation is terminated.

We can assist you on a wide range of construction matters including:

pre-contract and tendering advice
drafting and negotiating of contracts
planning, environmental and building regulation issues
joint ventures, investment vehicles and funding
procurement structures and construction documentation
negotiating with local planning authorities
approval of designs, issuance of construction and operational permits
dispute resolution

We are used to work in each and every step of the construction process, including demolition of lawful buildings.

Our practice includes legal advice and drafting of

various types of contracts needed for the organization and implementation of the construction process, i.e. design contracts,
EPC contracts,
design supervision contracts,
construction supervision contracts.

We represent our clients in the negotiations on the specific terms and conditions, rights, obligations in the construction process.

Our team coordinates the necessary matters with civil engineers, designers and other experts who help us deliver first class and effective legal support.

Changes in the construction law

Аfter it came into force last month, changes in the law on spatial planning, which set the functions of the Ministry of regional development

The legal act to be divided into two separate, one will govern the territory, and the other will affect the investment process in construction.

The deputy hopes that with the new changes in the law will stimulate investment in construction.

Another major problem that hinders the investments, is the lack of general development plans of municipalities.

If you have any construction legal questions or issues in Bulgaria you need an expert lawyer to protect your rights.

May 9, 2018/by lawyer

Legal advices, News, Personal

Property acquisition lawyer

The last 10 years Bulgaria has been accepted as a place for investments and the people start searching Property acquisition lawyer.

Our proficiency in real estate law spans well over a eighteen years.

With a legacy spanning over a century, our prowess in property law is unmatched.

We engage with our clients at every stage of their property ventures, from acquiring buildings and sites to development, portfolio amalgamation, and sales.

As legal landscapes and economic conditions evolve, we guide our clients to ensure compliance with legal requirements and leverage available opportunities to their fullest potential.

Embedded in the fabric of the property industry, our property lawyer are prolific authors, working with many foreign investors in Bulgaria.

Our senior property team members actively participate in advisory boards and committees of property industry entities, showcasing our commitment to giving back through association with development bodies.

Discover a Century of property law expertise

Many of our professionals have prior industry or government experience before joining our legal practice.

Known for our practical and solution-focused approach, we excel in advising on development structures, especially in complex scenarios involving multiple uses, various stratum lots, shared facilities, easements, and contributions to expenses.

Catering to property developers, substantial portfolio owners, government authorities, and overseas corporate investors in the Australian real estate market, our expertise extends across residential, industrial, and commercial development, as well as rural property.

### Residential, Industrial, and Commercial Development Services:

– Acquisition of sites or existing buildings
– Drafting and amendment of bylaws
– Management statements
– Development contracts and similar documents
– Contamination and flood affectation matters
– Agreements with adjoining landowners on development matters
– Commercial and retail leases
– Resale contracts and sale of leased premises to investors

### Rural Property Services:

– Acquisition of large rural holdings
– Management, agistment, and cropping agreements
– Drafting long-term agricultural leases
– Easement issues
– Water rights
– Disposal of interests in rural property

### Due Diligence for Property Acquisition and Finance:

– Assessment of risk, including likelihood and severity
– Investigation of title, including review of restrictions, easements, pre-emptive rights, and encroachments
– Supply and standard of services to the land, including relevant agreements
– Access to the property or other property, including license arrangements
– Review of planning, construction, environmental, and heritage matters
– Compliance with statutory duties
– Review of tenancies, car parking, incentive, and other occupancy agreements
– Service contracts and management agreements
– Disputes and litigation relating to the property
– Strata title matters
– Intellectual property, including access to architectural designs
– Insurance
– Depreciation, building allowance, and GST review
– Foreign investment review

### Easements and Restrictive Covenants:

– Creation, extinguishment, and variation of easements or covenants
– Easements for access, services, and construction
– Compulsory acquisition of easements and extinguishment by court order
– Litigation if required to secure a court order

### Tax Matters:

– Advice on GST matters affecting property transactions
– Stamp duty advice

In navigating the intricate world of property law, trust us as your seasoned partners for comprehensive and insightful legal support.

We closely cooperate with our clientele during every stage of property ventures, ranging from the procurement of buildings and land, all the way to their development, combining of portfolios, and eventual sale.

As the economic landscape and legal regulations shift, we provide guidance to our clients to ensure full legal compliance while also optimising the potential benefits they can reap from existing opportunities.

We are deeply woven into the property industry’s tapestry.

Our team of real estate attorneys are all esteemed authors who frequently contribute articles to various industry-related and professional periodicals.

We are often sought after to conduct workshops and deliver keynote speeches at conferences.

We take pride in being the pioneer legal firm in Australia to design an online platform for property contract exchanges, thereby transforming the mechanisms of how properties are bought and sold.

Every senior member of our real estate team holds a position on advisory boards or committees that are linked with the property sector and related entities.

We firmly believe in contributing back to the industry via our partnerships with developmental bodies.

A significant proportion of our professional workforce have had experience working within the industry or for government before becoming part of our legal practise.

December 11, 2017/by lawyer

Legal advices, News, Personal

Purchase of property Bulgaria

Thorough area research and companies contracted lawyers is highly recommended to the process of purchase of property Bulgaria.

Examine a range of properties suggested by different agents, compare prices and ensure you are paying a fair price.

Extreme caution is advised. Do not rely on estate agents, promoters or lawyers, who advise you to cut corners in order to save time and/or money.

Bulgarian property works much differently than property law in Bulgaria

Seek independent legal advice

Many property owners are now having legal trouble, since they failed to look for independent legal advice

Engage a lawyer experienced in property transactions, who is not in any way related to other parties in the transaction.

If you are using a Bulgarian-based lawyer, make sure that lawyer has a registration with the Bulgarian Bar Association.

By the purchase of property Bulgaria there are no requirements for liability insurance for your Bulgaria-based lawyer.

Avoid signing any papers or paying any fees before you’ve consulted with an independent legal professional.

For all types of real estate transactions, we offer full legal assistance, from the initiation of the respective procedure to the conclusion of the final contract in the form of a title deed.

We take part and negotiate on behalf of the client with the other party and with any third parties.

We prepare the texts of preliminary contracts and title deeds.

Based on an explicit authorization by a client, who is currently abroad or is not able to participate in the transaction in person due to other obstacles, we are able to act during the conclusion of the transaction.

For performing a sale and purchase of a property, you should review the entire history of the property for any vicious previous transactions made with it, as well as perform a check for any existing real estate encumbrances over the property.

Every buyer is at risk of buying property with a burden attached to it, or having the transaction declared invalid because of a vicious previous transaction with the property, if these checks are not carried out.

If you are a seller, one of the biggest threats to your rights is to sign the deed of sale, but not to receive the agreed purchase price, or e.g. to assume responsibility for penalties without knowing that there is a statement of claim filed against you.

If the parties have not established trust between themselves, it is advisable to consider a reasonable mechanism for making the payment for the sale of the property, including by using the trust account of the notary, who will execute the transaction.

Off-plan developments

Off-plan developments in Bulgaria are properties, for which no Permit to Use (Act Form 16) have been issued.
The regulated stages of an off-plan development are set forth in the laws and regulatory documents. A non-exhaustive list of documents follows below:
Planning permission – this authorizes developer to draft architectural designs and construction plans for development;
Construction permit – it entitles the developer to start the construction according to the approved architectural, construction technical plans
Opening the construction site and designating the construction line and level (Statement for Start of Construction)
Certificate for completion and approval of shell-and-core construction (Act Form 14)
Certificate acknowledging the compliance of the construction with the statutory rules (Act Form 15)
Permit to Use (Act Form 16)
Buying an off-plan development without Construction Permit is not advisable.

Typical transaction for buying off-plan developments involves two stages:

A/ signing of a preliminary agreement

B/ signing of a title deed in the presence of a Bulgarian Notary

The transfer of property is completed with the signing of the Notary Deed.

It is advised that the payment for purchase of off-plan property shall be made in installments,

All installments shall be paid after the completion of the relevant development stage and obtaining the statutory certification document.

December 9, 2017/by lawyer

Legal advices

Management of Condominium Buildings

Public relations regarding the management of common parts of buildings under condominium ownership arrangements and rights and obligations of owners, tenants and occupants of individual units or parts thereof, are regulated under the Condominium Ownership Management Act (COMA), (effective as of May 1st, 2009, published in the State Gazette, issue 6, dated January 23rd, 2009, amended in SG, issue 15 dated February 23rd, 2010, amended in SG, issue 8 dated January 25th, 2011, amended in SG, issue 57 of July 26th, 2011).

The special regime of management of the common parts of buildings under condominium ownership arrangements is introduced for buildings in closed residential complexes shall be arranged with a written contract, with notarized signatures, with the investor and the owners of individual units, which are parties thereto. The agreement has to be registered with the Registry Agency on the lot of each individual unit by the investor, and shall be referenced to subsequent purchasers.

Exceptions to the management of the common parts of buildings under condominium ownership arrangements are introduced for buildings, which contain up to three independent units, which are property to more than one owner. In these cases, the provisions of article 30, paragraph 3, article 31, paragraph 1 and article 32 of the Property Act shall apply.

Condominium Management shall cover procedures and shall supervise the use and maintenance of the common areas and compliance with the building internal regulations under condominium ownership arrangement, and the supervision over the fulfilment of the obligations of the owners, users and residents.

Forms of Condominium Management are the General Meeting and/or the Association of Owners.

The management bodies are: the General Meeting and the Managing Board (Manager).

The General Meeting of the Association shall be authorized to make a decision, adopted by a majority of more than 50 percent of the represented shares in the association, to assign the powers of the Management Board (Manager) to non-owner individuals. The contract for authorization shall be executed by a person, authorized by the General Meeting of the Association.

Expenses for the management and maintenance of the common parts under the condominium ownership arrangement will be equally shared by owners, users and residents.

Repair, renovation, reconstruction and rehabilitation of common parts or replacement of common facilities and equipment shall be carried out under the decision of the General Meeting of owners. The General Meeting of the owners or the Association establish and maintain a Repairs and Renovations Fund. Expenses for repairs, renovation, reconstruction and rehabilitation of the common areas, referred to in the respective decision of the General Meeting of owners, shall be distributed among the owners of the individual units, proportionate to the notional shares of the common parts of the building, held by them.

For any issues, not covered by the COMA, the provisions of the Ownership Act will apply.

The list of main obligations to be complied with includes, but shall not be limited to: to not prevent all other owners, operators and occupants from using all common areas of the building; to not cause damage to common areas; to not rent them; to not participate in activities, which cause excessive disturbance and inconvenience to other occupants; to fulfil the decisions of the General Meeting; to make payments for the expenses required; to comply with the sanitary and hygiene standards, et al. A Condominium Log has to be organized, kept and maintained in each building which should contain the relevant information on the property, owners, users, et al. The decisions of the governing bodies, adopted in accordance with the condominium ownership arrangements, shall be absolutely mandatory for all building owners.

Often, property owners who are foreign nationals employ management and maintenance companies to perform all internal organization works for the building, pay bills, collect payments from owners, rent apartments on their behalf, et al. Services of such companies can be easily found through the internet. It is strongly recommended to sign a contract with such a company and follow the advice of your legal counsel.

December 9, 2017/by lawyer

Legal advices, News, Personal

Selling your Bulgarian property

Selling your house, land or apartment is a very important action, particularly if it is owned by a domestic registered limited liability company in your name.

Our legal department has prepared this article in order to lead you through this procedure which may look like a labyrinth , but in fact is quite easy and straight forward when you know what exactly you need and which step follows next.

Real property agents may try to conceal the tax complications which may arise from selling a real property at a price higher than the price of initial purchase under the Title Deed.

Should the occasion arise, the owner of the property, i.e. the domestic limited liability company owes capital gains tax.

Please take into consideration that the legal aspect of the transaction is the one which will ensure the positive financial outcome of it, by ensuring you are not liable for damages due to making misleading statements in the new Title Deed (drafting a Title Deed is one of the services we offer).

Please also note that you will need to do the following before you initiate the sale:

– ensure the property or the company that owns the property is in good standing (cadastre registration, no outstanding payments for taxes, no encumbrances on the property, et al.)

– getting up to speed on the current real property market situation and any possible Capital Gains tax complications after the sale – get information on fair market values of similar properties in the area in order to correctly determine the going price of your property.

If you own the real property through a company, selling a property entails some accounting costs as well.

– marketing the property – make sure any real estate brokers or agents are marketing the property at the asking price; ensure also that you will only pay the requisite fees after the actual signing of a Title Deed.

Please note that in case you are selling a property through a company, you should require a VAT invoice for any and all fees payable.

The full price for the sale should be listed on the Title deed before signing.

Make sure any and all reservation deposits are transferred to your account and not to the real estate agent account, as there is a risk of the real estate agents acting unfairly and keeping the deposit.

We are happy to prepare the relevant documents and act/negotiate on your behalf to protect your legal and financial interests before real property agents and to guarantee you will receive all amounts payable to you and to ensure you get the full benefit from your sale. Consider hiring us to act on your behalf a good move.

How to find the right buyer for your property is easily the hardest part of the process.

We can help you by examining your documents and help you in listing your property for sale.

After having successfully found a buyer, we will collect information from the buyer about their selected method of funding the transaction (by way of example – a mortgage loan).

A crucial element of our job is to ensure a smooth sale process.

We will act in good faith on your behalf and ensure that you received the deposit and mediate in paying the legal fees for obtaining the requisite documents.

– Obtaining the requisite documents for the sale of your property in Bulgaria. Please be aware that this is a lengthy process – application for documents are filed to the Land Registering Agency, to the Cadastral Agency, the National Revenue Agency, et al. Please also be aware that your prospective buyer (or their lawyer) may require examining the documents before agreeing to go through with the purchase.

– Please be advised of the Cadastral Plan particulars as regards to properties. Your property needs to be registered with the Cadastre Agency and prior to selling your property, you need to obtain a Cadastral Plan and present it to a Notary Public.

This is particularly important for properties you own in Sunny Beach, Bansko, Pamporovo, Kavarna, Sozopol, et al., since it is there that a Cadastral Plan is existing already.

For further details on the Cadastral Plan, please visit our section “Cadastral registration”.

– Effectuating the sale: You have two options at your disposal.

You can go for direct signing of the Title Deed for the sale of a property, or you can do a preliminary contract first, against the receipt of a deposit payment.

Naturally this is the key point of the sale process and we will be happy to assist you in creating both the preliminary agreement and/or the Title Deed for sale, based on your existing documents.

We will have those translated and approved by you prior to signing.

It will also be our responsibility to set an appointment with a local notary public acting in for the area of location of your property. You can also authorize us to appear before the Notary Public on your behalf and save yourself a trip to Bulgaria.

– Post-sale: After you complete the sale and sign the Title Deed, we can provide you with a copy and we can help you deregister it from your file with the Bulgarian Revenue Agency to make sure you are no longer paying local property taxes for that property.

We also offer the service of exchanging the public utility company batch registrations.

List of legal documents, needed for the sale of properties in Bulgaria

The main document proving your ownership is the Notary Deed.

You should have received it when you first bought the property. If you by any chance have lost it it doesn’t mean you have lost your ownership. Contact your agent for assistance to have a notarized copy issued from the notary who has initially signed the deal.

You need additionally the sketch for the property – the sketch is issued by the local technical department in the Municipality where your property is located.

The sketch could be ready in 24 hours. In order to put a request for a sketch you will need a copy of the notary deed.

Once a sketch is issued it is valid for 6 months. After that the whole procedure should be done again!

The next documents, which is nessesery for the sale of property in Bulgaria is a valid Tax Evaluation Document, issued by the Local Tax services Office in the Municipality where your property is located.

If you are selling the property as a phisycal person, you will need to have a document stating your Marital Status.

This document you should supply from your own country and get it translated and legalized in Bulgaria.

If the property has been bought during your marriage you will need a letter of attorney by your spouse for the deal. So for this it is important what was your marital status by the time when you have purchased the property.

One of the documents, which will be needed is a legal certificate of lack of encumbrances– this document states that there are not established real rights in favor of third persons for the property you are selling.

This document is issued by the Registry Service in your Municipality.

When submitting a request you have to provide the notary deed for the property. If the property has land you have to supply a sketch as well.

This document is valid only 24 hours. Some notaries do not request this paper as they are checking it automatically at the day of the deal.

Legal declaration for citizenship and marital status as per article 25. 7 from the Notary Law act.

This document should be filled before the Notary public on the day of the transfering of the ownership over the property.

Legal declaration stating that you don’t owe any taxes to the Republic of Bulgaria.

In case you as an owner will not be present at the deal , make sure that you have an accurate letter of attorney signed and notarized ( apostilled) by you with which you empower a lawyer or someone you trust to sign on your behalf and on your account !

Property is owned by a company

……you need to provide a company decision for the purchase / sale of property If you own the property as a company you will need a written decision of the share holders in the company that you have decided to sell this property which is an asset of the company.

It should be signed by all shareholders and stamped.

By law when providing this paper there is no need all the shareholders to be present at the deal as far as the manager is present but many Notaries will require it!

Please note that in some cases you may need additional papers due to some complicated form of ownership. In each case we advise you to use us for your own security!

We would like to advices you not to forget you passport !

Our law office will represent you and provide guidance in each of the steps listed.

Please contact us if you have any questions or if you need any assistance on the matters detailed herein.

December 8, 2017/by lawyer

Legal advices

Termination of shareholder

Termination of participation Ltd and leaving partner – rules and consequences.

The limited liability company (LLC) is one of the most common forms of organization of business. This is due, among other reasons, and has long recognized its dualistichnost – although Ltd. is a capital company it shows some deviations that correspond to the essence of unincorporated enterprises. Examples include the regulation of rights and freedom in which they occur, exercise and termination resemble those partnerships.

Therefore reveal peculiarities and possibilities of termination of membership relations of the partner as the latter is more difficult to be freed of adjacent its involvement than a typical capital company, since the law provides for additional requirements for the sale of its units.

Leaving partner

The departure of a partner is regulated in art. 125, para. 2 of the Commerce ActWhich provides potestativno subjective right partner to terminate its participation in the company. Regardless of the reasons for leaving, his right is transformative, regardless of whether it violated his duties as a partner. Leaving has its practical applicability as a way out of the company’s inability to sell a share. It is exercised by a written statement, the legislature uses the term “notice” that statement needs a receipt, written form of reality. There is time – the partner must notify the company of their intention three months before the termination of his membership. The length of time is governed dispositive and articles of association may provide for another term.

Moment that occurs termination of membership relationship is not explicitly defined in law, but the case law assumes that termination should be considered as occurring ipso facto at the time of expiry of the period as for the adoption of a further resolution of the General Meeting of the company does not exist (so in Decision № 46 of 22.04.2010 of the SCC under item. e., the № 500/2009, II t. o., TC ). This solution meets the potestativniya nature of the right to associate. The entry of termination of membership relationship is warning, but not constitutive effect. Next – the settlement of property relations on the occasion of the termination is a result, but in no case provided for its occurrence. consequences

Termination of shareholder

Termination of membership relationship entails the multiple effects as in practical terms the outgoing partner should first be noted pecuniary consequences that each sadrzhunik leaving (exit) aims to achieve. Exit, in this sense, an opportunity for a partner who could not sell its stake in the company for any reason, however, to indemnify the same while terminate its relationship with the company.

Termination is the former partner transformative effect on the occasion of his relationship with the company – the same one occurs monetary claims he is entitled to receive a cash equivalent, a feature of interest in the company. Art. 125, para. 3 defines how to govern the property consequences – namely, based on the balance sheet at the end of the month in which the termination occurred. Basis for making money is an interest to a partner, the amount of which is determined according to its share capital (Art. 127 CC). It is possible the partner to get something else, but this is a consequence of an addendum instead of giving performance between the shareholder and the company. As a rule, chargeability making departed partner comes to the moment of his departure (the deadline).

A major interest for each partner who wishes to have information about their legal options for monetary satisfaction by participating in an LTD is a provision of Art. 125, para. 3, which determines the timing of the balance sheet that will calculate its claim. Jurisprudence ( Decision № 224 of 10.09.2010 of the SCC under item. E., The № 765/2008, II t. O., TC) Assumes that this statutory provision is mandatory in nature and the partners can not overcome it with any agreement to the contrary, neither provision in the articles companies. Personal companies. Company limited liability). Such an agreement would be void pursuant to Art. 26, para. 1 of CPA. In this sense it appears and void proviso that outgoing partner will be satisfied, as the basis for calculations adopt the annual financial statements of the company.

The balance sheet will determine which assets and liabilities should be taken into account when calculating the monetary value of a share. Pursuant to Art. 125, para. 3 Commerical law raises the question of how exactly to calculate the value of the property, in particular that of tangible assets (FTA). According to the obligatory practice of the SCC value of fixed assets in the form of a share according to art. 125, para.3 Commercial law should be determined by experts in compliance with the provisions of the repealed Law on Accounting, Art. 13 in conjunction. With § 1, p. 3 dopaltnitelnite provisions and any applicable accounting standards (Decision № 87 of 6.06.2012, the SCC under item. E., The № 468/2011, II t. O., TC).

Termination of shareholder

The decision should be considered obsolete, because References to the provisions did not alter its meaning essentially. The cost of fixed assets will be formed by the historical cost of acquisition or such other price which corresponds to the accounting standards – namely fair price. The definition of fair value has remained the same and the adoption of the new Law on Accounting, “the amount for which an asset could be exchanged, or a liability can be redeemed at arm’s length transaction between knowledgeable, willing transaction buyer and seller.

She’s selling price, stock exchange price or market price. “The annual financial statements should not serve as a basis for calculation. The ultimate goal, the fair amount that outgoing partner should receive is achieved with an inventory and evaluation of assets (and liabilities) of the Company accounted for and valued the time stipulated by law. It should be pointed out that the balance sheet has no binding court material probative and challenge the underlying accounting entries regularity them subject to an express check, while failure of such interim balance sheet of the debtor, on conclusion of the admitted and heard in the course of proceedings specialized legal and economic expertise . Termination of shareholder

With respect to the same are used for general rules of art. 195 et seq. CCP, according to which the conclusion of the experts is not absolute proof in the case, regardless of the action taken or not challenge his party. With respect to the same are used for general rules of art. 195 et seq. CCP, according to which the conclusion of the experts is not absolute proof in the case, regardless of the action taken or not challenge his party. With respect to the same are used for general rules of art. 195 et seq. CCP, according to which the conclusion of the experts is not absolute proof in the case, regardless of the action taken or not challenge his party.

As a conclusion, it should be pointed out that although the shareholding which serves to determine the making of outgoing partner to resemble a liquidation share, it differs from it in the operative event and, therefore, should not be treated equivalent. Their value may substantially differ. Termination of shareholder

October 17, 2017/by lawyer

Uncategorized

Registration of tour operator and travel agent

Tour operator or travel agency activity in the Republic of Bulgaria only be performed by registered under tourism entities (merchants). The procedure is regulated in detail in Art. 17 et seq. Of Chapter IV, Section I of the PA. Registration is done by the Minister of Economy, Energy and Tourism (MEET) in the register of tour operators and travel agents (RTTA), which is public.

Legal requirements

Documents for Selling Real Estate

For tour operator or travel agency activity in the register fits a person who meets the following requirements: a trader within the meaning of the Commerce Act or legal person is entitled under another law to implement economic activity; have staff with appropriate education, language skills and experience; person performing management functions tour operator or tourist agency has appropriate education, language skills and experience; It has secured suitable premises for tour operator or travel agency activities; It has signed a preliminary contract for insurance under Art. 42, para. 1 of PAs; It is not in liquidation or bankruptcy; It has made no tour operator or travel agency activity without license / registration in the last 12 months;

Nessesery documents for registered persons shall submit an application form stating: type of tourism, for which registration is sought, the name and address of the registered office, address and identification code, if any, and at the tourist site.

Documents (applications)

The application for registration shall be: copies of documents certifying that the entity has the right under another law to implement economic activity; declaration that the person is not in bankruptcy or liquidation; Information for education, language skills and experience of staff who will be engaged in the realization of tourist activity;copy of the documents certifying their education, experience and language skills of the person performing management functions tour operator or travel agency activities; reference location, suitability and equipment of rooms for the exercise of tour operator or travel agency activities; a copy of the title deed or lease, as well as another document from which derives the right to use the premises, valid for at least one year from the date of application; a copy of the preliminary contract for insurance under Art. 42, para. 1 of PAs; a declaration that in the last 12 months prior to submitting the application, the applicant has not performed the tour operator or tourist agent activity without license / registration and has not revoked license / registration canceled for tour operator or travel agency activities; document for paid fee for handling documents according to the tariff of MS. that in the last 12 months preceding the application, the applicant has not performed a tour or tourist agent activity without license / registration and has not revoked license / registration canceled for tour operator or travel agency activities; document for paid fee for handling documents according to the tariff of MS. that in the last 12 months preceding the application, the applicant has not performed a tour or tourist agent activity without license / registration and has not revoked license / registration canceled for tour operator or travel agency activities; document for paid fee for handling documents according to the tariff of MS.

Consideration of application for registration

The application for registration of a travel agent / tour operator together with the documents attached thereto shall be submitted to the Ministry of Economy, Energy and Tourism. Expert Commission for registration of tour operators and travel agents consider the applications within two months from the date of their submission and rule on them with a reasoned proposal to the Ministry of Economy of the registration or refusal of the registration. If the deficiencies or irregularities in the documents submitted by the trader ECRTTA 30 days to correct them. Minister of Economy, Energy and Tourism based on the proposal of ECRTTA within two months of receipt of the application to the ministry with registration and issue a registration certificate or motivated refuse the registration.

Other conditions

refusal of registration may be appealed under the Administrative Procedure Code (APC). The registration and the registration certificate is valid indefinitely. Rights registration can not be transferred or ceded. Registered persons shall issue a certificate of registration, which is placed prominently on the tourist site.

For the examination of documents and entry in the register of tour operators and travel agents collect fees tariff approved by the Council of Ministers. Currently, state registration fees for travel agent amounted to 2,500 lev, while tour operator – 5000 lev registration requirements are specified in an ordinance adopted by the Council of Ministers (see. The Ordinance on the staff of tour operators or travel agents to face performing management functions of the tour operator or travel agency activities, and to spaces for tour operator or travel agency activity). It is expected that the adoption of the new Law on Tourism, which regulates cases of sale of travel services over the Internet.

October 16, 2017/by lawyer

Legal advices, News

Register a limited company in Bulgaria

Set a limited company in Bulgaria is a company formed by a contract between two or more persons to carry out business under a common firm.Register a limited company in Bulgaria

This is the situation, when one or more of the partners are jointly and fully liable for the obligations of the company, and the rest are only responsible to the extent of the payment agreed. Register a limited company in Bulgaria

Тhe name of at least one full liability partner and should be of a national exclusivity.

The contract for the establishment of a limited partnership shall be made in writing with the notarized signatures of all members and must contain the requisites set out in the provisions of Article 102 of the Commercial Law.

Requirements for set up of Limited company in Bulgaria?

The establishment of a limited partnership does not require any initial capital.The entry of a LP in the Commercial Register is based on an application form. It can be requested by any of the full liability partners or by a lawyer with an explicit written power of attorney.

The limited partnership has got two categories of members – full liability and limited liability partners. The management and representation of the company supposed to be made by the full liability partners. Register a limited company in Bulgaria

The full liability partners do not make any financial or material contributions to the company.

On the other side, limited liability partners are required to make a financial or material contribution in the company but they have no right to manage.

The limited partnership is the second form of partnerships regulated in the Bulgarian Commercial Act. It differs from the general one in respect of the partners’ participation.

There are two different types of partners to the limited partnerships – ones that bear unlimited liability (general partners) and ones that are only limitedly liable (limited partners).

According to the Commercial Act, the limited partnership consists of at least one general and one limited partner.

The partnership is founded on the basis of a partnership contract.

The trade name of the formation must contain the name of at least one of the limited partners.

According to Article 101 (2) of the Commercial Act, a limited partner is deemed to bear unlimited liability, if his/her name is included in the trade name of a limited partnership.

The internal relationship between the limited partners is similar to the relationship between the partners of the general partnership, except for the rights and obligations.

The general partners are obligated to deposit a contribution.

This contribution determines their share in the future profits and their liquidations quatas. Also, limited partners are subject to the obligation of loyalty – without the consent of the other partners, one partner may not have got a rival commercial activity.

With regards to the external relationships of the company, the limited partners do not have got an important role.

Mainly, they do not participate in the management unless they are expressly nominated to.

According to Article 112 of the Commercial Act, limited partners bear unlimited liability for legal transactions that have been conducted in the name of the partnership before or after its foundation, whenever the creditor did not know that he was contracting with a limited partner.

Otherwise, limited partners bear liability toward the partnership’s creditors to the extent of the contribution made, even if it has not been paid completely.

This provision also applies regarding losses of the partnership. In General partners bear personal, unlimited, joint and several liability.

April 1, 2017/by lawyer

Legal advices

Set up a company in Bulgaria

Limited Liability Company in Bulgaria (Ltd.)

Limited liability company (LLC) is a type of a capital company which can be established by two or more Bulgarian and foreign physical or legal persons. Set up a company in Bulgaria

The management structure of a Ltd. consists of a General Assembly of shareholders and one or more managers who manage the company and represent it in respect to third parties.

A limited liability company may be formed also by one person and in this case it is a single/sole-member limited liability company (SMLtd) A Ltd. company is established on the basis of a company contract that ought to be concluded in writing.

The name of the company shall contain the words “Limited Liability Company” or the abbreviation “Ltd.”, and should be of a national exclusivity.

The entry of a Ltd. in the Commercial Register is based on an application form. It must be stated personally by the Manager/Managers of the company or a lawyer with an explicit written power of attorney.

Regarding the Bulgarian legislation, only a physical person can be a manager of Ltd.

The manager may be a partner or a third party. There are no restrictions on a foreign person to be appointed as a director of a Ltd.

The capital of a limited liability company cannot be less than 1 Euro (minimum 2 BGN). It consists of the shares of the partners which must not be less than 1 BGN/each.

Partners can bring both cash and non-cash contributions. Non-cash contributions are subject to mandatory assessment by three independent experts appointed by the Registry Agency.

The shares of a Limited liability company are not a subject to trading. They can be transferred with a notarized contract for transfer of shares.

The one between shareholders does not require a decision of the General Meeting. Otheriwse, the transfer of shares to a third party, as well as the adoption of a new partner does require such a decision.

Rights and obligations of the shareholders

According to the Bulgarian Law, the members of a Ltd. have got rights such as the following: right to dividend and liquidation quota, amoral rights like right to participate in the management of the company, as well as to be elected as a manager.

Immaterial rights include: accessing company’s information, supervising the meetings of the General Assembly, etc. Shareholders have got a financial obligation – it is payment of contributions.

Non-compliance with these obligations could result in exclusion of a partner. Immaterial liabilities include participation in the management of the company, implementation of decisions taken by the General Assembly. Competition is absolutely prohibited both for the partners and the manager. Set up a company in Bulgaria

Registration of a Limited Liability Company/ sole-Owner LLC

Usually the legal framework for company set up in Bulgaria is following – Commerce Act; Commercial Register Act etc.. The competent authority is the Bulgarian Commercial Register with the Registry Agency.

Now we would like to inform you for all nessesery legal steps of the entire procedure of company registration. Our legal work start from the same beggining of preparation of the paperwork & documents as:

1) Checking up with the electronic register of the Commercial Register and/or reservation of a business name.

2)Holding of an Incorporation Meeting, adoption of a Memorandum of Association or an Act of Incorporation, appointment of managing director/s.

3)Depositing the company capital into a special capital raising account (the minimum capital amount is 1 Euro (minimum 2 BGN).

4) In case of any specific business, an authorisation by the competent authority shall be provided when filing the documents with the Commercial Register.

The list of the documents, which are required for every company registration is following :

– Preparation & drafting of Application form for registration.

– Preparation & drafting ofMemorandum of Association or Act of Incorporation.

– Preparation & drafting of Minutes of the Meeting of Incorporation of the company.

– Preparation & drafting of docuiment for Specimen *(signatures) of all appointed managing directors/ managers of the company.

– Preparation & drafting of declaration pursuant to Article 142 of the Commerce Act signed by each of the appointed managing directors.

– Preparation & drafting of declaration pursuant to Article 141, paragraph 8 of the Commerce Act signed by each of the appointed managing directors.

– Preparation & drafting of Certificate of the deposited capital issued by a bank.

– Preparation & drafting of resolution of the body managing and representing a member who is a legal entity.

– Preparation & drafting of Certificate of good statement from the relevant business register regarding a member who is a foreign legal entity.

– Preparation & drafting of document evidencing payment of the state fee for incorporation of a limited-liability company.

– Preparation & drafting of declaration under Article 13, paragraph 4 of the Commercial Register Act signed by the applying managing director.

– Preparation & drafting of relevant license or permit according to any special law on the performance of a specific business.

We would like to advise you for the legal terms of the entire registration process :

For submitting an application for registration or deregistration before the Bulgarian commercial register, we need about 5-7 business days after its acceptance of the documents

April 1, 2017/by lawyer

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Registration of tour operator and travel agent

Legal requirements

Documents (applications)

Register a limited company in Bulgaria

Set up a company in Bulgaria

The list of the documents, which are required for every company registration is following :

We would like to advise you for the legal terms of the entire registration process :

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