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Set up a company in Bulgaria

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.Set up a company in Bulgaria

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

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Sale of Shares of Common Property

Sale of Shares of Common Property

If you are a co-owner of hereditary property and wish to sell your ideal part of it, but you do not want to offer the other co-owner / co-owners, as prescribed in law, then consult an experienced real estate lawyer. We work with excellent real estate lawyers, the best in this area. They know how to solve your problem without circumvent the law.

Sale of Shares of Common Property

Sale of Shares of Common Property

Our experienced real estate lawyer will tell you that according to art. 33 of the Property Act, if you are a co-owner of a property and want to sell your share of it, you must first offer the share of the property to another co-owner or co-owners, if they are several. Only when each of them refuses to redeem your shares, you may sign a purchase contract – the sale of shares of common property of a third party.

Unfortunately, in many cases co-owners of an inherited property, for example, are not in good relationships with each other. Moreover – they often do not even speak to one another. The presence of a deep rift in their relationship is the reason the co-owner who has decided to sell his shares, seeks to avoid direct contact with the other co-owner or co-owners. Sometimes the owners of real property are too many and do not even know each other. This is a common problem in inheritance of property – land. This situation occurs too frequently, but most of our customers do not know that it can be overcome. So if there are any any pressure points associated with the sale of shares of common property or preparation of documents for the sale of the property, contact our experienced specialist. Now you have the exclusive opportunity to receive free online consultation through our website. You can connect with an experienced real estate lawyer if you use the contact form on our website, the e-mail or phone number.

Why to choose us?

International law firm  “D. Vladimirov and partners” has extensive experience in the sale of  shares of common property. Our team of experienced real estate lawyers, completely dedicated to their work, knows the ins and outs that will get you out of this delicate situation. Here you will meet with an effective and lawful method that will accomplish your goal without circumvent the law.

Although the provisions of Article 33 of the Property Act is adamant there is a legal way to prevent offering your share of the property of other co-owners. Here it is: You, as an owner, if you want to make a sale of shares of common property of a third party must first transfer by donating a part of your share to the third party. If you own a ½ share of the property, it can be transferred by donation ¼ of your ½ share of the third party. Subsequently, you will sell the rest of your share to the same third party. This third party entitled gifted ideal part of the property is also provided in the position of a co-owner. Through this quirk you will comply with Article 33 of the Property Act and still sell your property to the person you wanted.

Such action is undoubtedly lawful and does not constitute circumvention. It is a widely used tool for solving problems related to co-ownership of real estate, where the co-owners are not able or willing to voluntarily resolve disputes of that nature.

If you want to get a quick free consultation from a professional, contact us by phone 02/858 10 25 or email info@lawyer-bulgaria.bg. We are available to answer your questions and give you the right advice on how to proceed in this situation. Before contacting us, please read the general terms and conditions that you can find in our website. We are available 24 hours a day.

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Hereditary Cases Lawyer – Declaring a Will

Hereditary Cases Lawyer – Declaring a Will

The will as a specific type of document represents one-sided deal which can be created in two ways. It can be a notarized will, drawn up by a notary or a holographic will, written by the testator. Before you draw a holographic will consult with a hereditary cases lawyer, who will explain to you the specifics that you need to know when you decided to bequeath your property.

Hereditary Cases Lawyer

Hereditary Cases Lawyer

The first essential characteristic of a holographic will is that it is considered to be a personal gratuitous act which has legal consequences after the death of the testator. Till that moment the testator is entitled to change his holographic will several times. In order to be a will valid, it must contain within itself the exact date of preparation, the subject of will and must specify the subject who will inherit the property. When you have prepared several wills the only valid will is considered to be the one with the latest date.

When the testator has died the will should be declared and registered. To generate these legal consequences the successor, in whose favor the testamentary disposition is made, has to know about its existence. Before the death of the testator the main characteristic of the will is its confidence. In contrast, to produce legal effects after the death of the testator, there must be made several procedural actions that in no way can be characterized as confidential.

As any good hereditary cases lawyer will explain to you, after you have prepared your will, you should tell the person that you have specified as your successor in will for its existence. After the death of the testator the successor should be able to identify where the will is and to whom is entrusted for safekeeping.

What coming next?

The holographic will is known as a secret will because it is an expression solely upon the free will of the testator. His will should not be vitiated by side effects, suggestions to third parties or pressure – mental or physical.

After a consultation with a hereditary cases lawyer, you will find that in the Inheritance act contains a specific provision of art. 27 para. 1, according to which the person who keeps a holographic will is obliged to request its disclosure by a notary immediately after learning of the death of the testator. Note that this statutory provision is not connected to any special sanction that derives directly from the possible omission of the person who keeps personally holographic will. It is difficult to be proved the exact moment of learning about the death of the testator, which means that to be established beyond doubt that fact will need a full mainly proof.

Your hereditary cases lawyer will explain that any person who appears to be interested in the announcement of the will, can ask the district judge for the place where the heritage was found, to determine a specified timeline for submission of the will in order for it to be announced by the notary.

If the will is left for storage to the notary, he executes its announcement – pursuant to Art. 27 para. 4 of the Inheritance Act.

Most people can not understand what is the definition of “place of opening the inheritance.” As your hereditary cases lawyer would explain to you it is “the last residence of the testator.” The last residence of the testator may be specified as his permanent residence and permanent address in Bulgaria before his death.

The quality “interested person” is not easy to be proved. If the ” interested person ” is the successor in law of the testator, it is enough for him to submit an abstract of the death of the testator. But in most cases the person is not from the circle of heirs at law of the testator. Then the only direct evidence of his quality ” interested person ” is itself the holographic will. Your hereditary cases lawyer will tell you that the presentation of an abstract of the death certificate of the testator sets only the likeliness of the deceased to has drawn holographic will in favor of the plaintiff. The “interested person” shall indicate the person who keeps the holographic will.

 

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Bulgarian property lawyer

Bulgarian Property Lawyer

Selling your property in Bulgaria is not very easy, even if you have already find a buyer. That’s why you are in needs of assistance. Look for a Bulgarian property lawyer!

If you have already bought a property in Bulgaria, you need to check up if this property had been registered in all the necessary authorities. And in the Municipality Office, too.

Our law firm works as a professional Bulgarian property lawyer, as well. We support many foreigners who want to sell your real estate property in Bulgaria.Bulgarian Property Lawyer

Usually, if you have a good property, is quite easy to find buyers in Bulgaria.

As property lawyers in Bulgaria, we could help you finding a buyer and getting a good price for you.

It is very important to follow the legal advices of a property lawyer so that you will save money and precious time. Our experienced Bulgarian property lawyers will help you with the documents for the selling.

First Steps

Before you sell your property in Bulgaria, you should have all the documents necessary,as well as declarations needed for a sale – prepared in advance. We assume you will need  qualified property lawyers.  This means, you need us.

Our property lawyers in Bulgaria are ready to assist you and protect your interests in selling your property in Bulgaria. You need just to call us or to send us an email.

Then we will be ready to start the legal procedure.

Before starting every single deal, your lawyer is obliged to check for potential legal problems.

He/she has to prepare all the documents necessary for the transfer of the ownership over this property.

We always check if there isn’t any property charges over your property you are trying to sell.

For example, encumbrances, mortgages or pledges over your property by the Tax Office or by a third party.

Usually, when our buyer signs the preliminary contract, he/she needs to leave a deposit as a percentage of the sale price of the property in Bulgaria.

When we help you finding a buyer, we require a simple power of attorney to represent you by conclusion of the preliminary contract for the purchase of the property with the buyers in Bulgaria.

Our qualified property lawyers will prepare the draft of Preliminary contract and will negotiate with the buyer concerning the transfer fees of your property.

After receiving the written confirmation for all necessary legal conditions, we sign the preliminary contract for purchase on your behalf. Then we send you a copy of it.

We are obliged to find buyer/-s and sell your property correctly.

When all the Documents are ready…Bulgarian Property Lawyer

When all of the documents and declarations are done, our lawyers start preparing the Notary Deed for transferring the ownership over your property.

You can trust us – we are specialized in property sales of foreign clients in Bulgaria.

Each Bulgarian property lawyer will help you with the documentation and legal proceedings.

The next legal step to sell your property is to sign the Title Deed for the sale of your property.

We will help you by representing you at the Notary Public in Bulgaria.

The last step to complete your sale is submit the declaration with your property into the Tax Office of your municipality.

Remove the old owner’s name of the property from the Tax Register, to avoid any legal problems.

We, as property lawyers in Bulgaria will highly recommend you using our legal services to complete all this legal issues & steps.

The mentioned property legal proceedings are just for your information, if you are trying to sell a real estate property in Bulgaria.

 Every single case has got its legal specifics & questions.

We strongly recommend you to use a property lawyer in Bulgaria for legal transactions, in order to save your time, money and worries.

Call us now on  + 359 897 90 43 91

 

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Mergers and Acquisitions Lawyers in Bulgaria

Mergers and Acquisitions Lawyers in Bulgaria

Bulgarian litigation lawyer

As a corporate and company lawyers (acquisitions lawyers) in Bulgaria, our work is connected with some company transformations. The process of mergers and acquisitions in Bulgaria is regulated by the Commerce Act. There are specific rules for public companies in Bulgaria specified in the Bulgarian Public Offerings Securities Act (POSA). Takeover bids for public companies are regulated under special conditions. As corporate and company lawyers in Bulgaria, we follow the legal procedure.

The main goal for company mergers and acquisitions is creating a consolidated company that benefits from the synergy of the merging companies.

Differences related to the type of company

The foreign Investors in Bulgaria need some legal advices from corporate and company lawyers when they plan, acquire or take over legal companies in Bulgaria. They must know that there are different rules applying to specific types of companies in Bulgaria. Some company mergers and acquisitions differ for joint-stock and limited liability companies. The main differences apply to the documents necessary to be prepared for merger or acquisition, and approval with registration required. Only joint-stock companies are eligible to elect to be public or non-public tradable companies. We offer you mergers and acquisitions lawyers. You will save money and precious time. Our experience lawyers make us proud and convinced that we are one of the best law firm in Bulgaria.

Necessary documents. Law Firm in Sofia, Plovdiv & Bansko

Mergers & Acquisitions lawyers in Bulgaria

The Commerce Act stipulates that certain types of documents are compulsory for mergers and acquisitions in Bulgaria. Mergers and demergers require a plan for transformation, agreements, management reports, audit reports and certificates of good standing.

To transfer shares from limited liability companies in Bulgaria, a share purchase agreement and new Articles of Association are required. Transfers of shares from a joint-stock company require fewer documents in general.

As corporate & company lawyers in Bulgaria, we inform our clients that mergers and acquisitions in our country require approximately 25 business days. This depends on the type of company and the approvals and regulations required. Bulgarian laws are investor-friendly and the provisions applicable to Bulgarian investors apply to foreign investors as well.

You need legal law advices, if you are involved as a party in mergers or acquisitions. Our legal team can provide you with all legal assistance necessary.  For more information, please contact us.

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Legal advices to imports exports Bulgaria

Legal services to import & export in/from Bulgaria

Our legal team from corporate & company lawyers in Bulgaria works on the emerging market economy in Bulgaria. The country is a major exporter of industrial commodities.

Also, it exports agricultural and food products. Bulgaria is a land with a huge growth of outsourcing industry in the last couple of years.

Our legal practice shows that our trade partners are the neighboring countries, as well as other Western European ones. Bulgaria is a member of the World Trade Organisation.

Trade liberalization and compliance with the applicable international trade rules are the hallmarks of the country’s trade policy.

Our activity is focused on the company formation and supporting companies in their export and import business in Bulgaria.

Due to Bulgaria’s geophysical characteristics, the country produces numerous agricultural products and foodstuffs. The mountainous parts of the country are a natural source for ores and minerals, including: coal, copper, lead, zinc, bauxite and timber.

Legal advices to imports exports Bulgaria

Legal services to import & export in/from Bulgaria

We always inform our clients that Bulgaria’s main exports are domestic goods, petroleum and petroleum products, packaged medicinal products, chemicals, machinery, wheat and wheat-by-products and so on.

Bulgaria is a major coal producer in Europe. We produce essential oils, lavender and rose oil.

The main export partners of Bulgaria are Germany, Netherlands, Switzerland, Italy, Romania, Belgium, Turkey and Greece.

Our partners (countries) imports mineral products, machinery, vehicles, rubber and plastics, textiles and various chemical products. The country’s main import partners are: Russia, Germany, China, Italy, Romania, and Greece.

Our legal team of company & corporate lawyers in Bulgaria can help you with the relevant EORI and VAT registration.

Legal support for your current/future business

Our law office supports the clients and foreign investors in Bulgaria before the National Customs Agency of the Republic of Bulgaria. Our clients need legal advices from us, as company & corporate lawyers in Bulgaria.

The National Customs Agency is under the supervision of the Minister of Finance, and its structure includes the Central Customs Directorate, as well as eleven customs centers.

They are in: Sofia Airport, Metropolitan, Burgas, Varna, Vidin, Plovdiv, Svilengrad, Svishtov, Ruse and South-Western centers.

The National Customs Agency defines the legal framework, creates customs laws and deals with other customs-related issues.

Since 2007 the country has been obliged to apply all European directives referring to general customs rules and international customs cooperation.

Our legal support as company & corporate lawyers in Bulgaria gets the clients claims against the Bulgarian authorities and support them in the courts.

One of our legal law activities is to give advices to our clients no matter what the problem is.

Special permits and licenses may be required to perform certain trade activities in Bulgaria.

Our Bulgarian lawyers can help you with detailed information regarding the applicable legislation for different types of imported and exported products.

If you need more information, please contact our legal team of company & corporate lawyers in Bulgaria.

If you would like to know more about the legislation for foreign investments, call us on + 359 897 90 43 91 or send us an e-mail to info@lawyer-bulgaria.bg.

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Any more questions? Call us on + 359 897 90 43 91 !

We will respond as soon as possible, but no later than one business day. International Law Office D. Vladimirov & Partners will provide you with protection of your interests and adequate legal assistance.

IMPRINT

International Law Office D.Vladimirov & Partners | Lawyers | Address: 6 Alexander Zhendov Street, 1113 Sofia, Bulgaria
Mobile Phone: +359 897 90 43 91 | Fax: +359 2 858 10 25 | Email: info@lawyer-bulgaria.bg

The Law Firm represents clients throughout Bulgaria, including the cities of Sofia, Plovdiv, Varna, Burgas, Rousse, Stara Zagora, Pleven, Yablanitsa and etc.

DISCLAIMER

The information contained in this website is for general information purposes only. The information is provided by “International Law Office D.Vladimirov & Partners” and while we endeavour to keep the information up to date and correct, we make no representations or warranties of any kind, express or implied, about the completeness, accuracy, reliability, suitability or availability with respect to the website or the information, products, services, or related graphics contained on the website for any purpose. Any reliance you place on such information is therefore strictly at your own risk.

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