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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

Legal advices

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

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.

November 4, 2016/by lawyer

Legal advices

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

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.

November 4, 2016/by lawyer

Legal advices, News, Personal

Car Accident Lawyer in Bulgaria

Car accident lawyer Bulgaria

The summer is a time, when many people need some help as car accident lawyer Bulgaria.

While driving in Bulgaria, it is possible to occur some traffic accidents or crashes on Bulgarian roads. At that moment you definitely need a qualified insurance lawyer or car accident lawyer in Bulgaria.

We will advise you how to find out Bulgarian insurance lawyer who will fix all of your problems.

Our insurance lawyers in Bulgaria will support every single case, on car traffic accidents can be both physically and emotionally distressing experiences.

Contact authorities and your lawyer

In Bulgaria, a country known for its scenic beauty and historical landmarks, it’s crucial to be well-informed about the steps to take.

This guide aims to provide you with valuable information and insights on navigating car traffic accidents in Bulgaria, ensuring your safety and minimizing the associated legal and financial burdens.

We are specialized in solving insurance and car accident cases.

By contacting the insurance companies for getting sufficient insurance compensation in Bulgaria and abroad.

There are some stickers on the front glass of every car which shows you one main thing

You need to have a valid insurance for damages on the third party.

If you need to check up how to get compensation for the crashes in Bulgaria, you need to hire professional experienced lawyer.

2. Prepare and show him/her all the necessary documents.

Then explains the police office the entire situation and location of the accident on the road.

Insurance lawyer – what else?

3. Notify the Bulgarian authorities:

In Bulgaria, it’s mandatory to report any accident resulting in personal injury, vehicle damage, or significant property damage to the nearest police station.

Make sure to provide accurate and detailed information about the incident to your lawyer while filing a police report.

4. Notify your insurance lawyer promptly.

Provide the insurer with all the necessary documentation in a case of car accident lawyer Bulgaria, such as

A/The police report,

B/medical records (if applicable), and

C/ Pictures & photos of the accident scene.

Every experienced insurance lawyer will inform you that insurance compensation procedure in the case of a car accident depends on:

the accident,
damages,
documents,
driver fault(s),
weather conditions and so on.

If a car accident happened in Bulgaria, you should fill in an accident protocol.

All drivers in Bulgaria must own one.

The protocol of crash need to consist the most important circumstances, during the car accindet.

This protocol of crash should be filled after the crash is over from the police office.

This is the most important document, issued by the traffic police in Bulgaria.

This document is nessesery for Bulgarian courts in a case of personal injury or legal procedure

They will be needed before we submit the legal claim against the insurance company.

In most insurance lawyers’ opinion in Bulgaria, the most important issue of every accident in Bulgaria is whether or not it had been due to the driver’s fault.

This needs to be well described in the Protocol of the accident.

Being insurance lawyers and acting as car accident lawyers in Bulgaria, we do help the injured people.

This could be a physical person- from the country or abroads.

Consult with a legal professional

If you’ve suffered significant injuries or face challenges in dealing with insurance companies, seeking legal advice is recommended.

A Bulgarian insurance lawyer can guide you through the complex legal process, protect your rights, and ensure fair compensation for your losses.

They can negotiate with insurance companies on your behalf and represent you in court, if necessary.

We will support you legally to get reasonable insurance compensation from the insurance companies in our country.

Our legal advice in crash cases

Experiencing a car traffic accident in Bulgaria can be overwhelming, but being prepared and well-informed can make a significant difference.

Important rules to follow up in case of accident

1.Remember to prioritize safety, gather essential information

2. Report the accident to the authorities,

3. Notify your insurance company,

4. Seek for medical attention, and

5. Consult with a legal professional when needed.

By following these steps, you’ll be better equipped to handle the aftermath of a car accident in Bulgaria

This is the only one way to protect your rights and securing the compensation you deserve.

Stay vigilant, drive safely, and be prepared for any unforeseen circumstances on the road. CALL US NOW on + 359 897 90 43 91 or send us an e-mail to info@lawyer-bulgaria.bg

August 14, 2016/by lawyer

Legal advices

Dividend Tax in Bulgaria

Dividend tax in Bulgaria

Working as professional tax lawyers in Bulgaria, many clients asked us how much is the dividend tax rate in Bulgaria. We have a great expirience as tax lawyers in Bulgaria so we do inform our clients that dividends are payments made by a corporate legal entity to its shareholders, which are usually distribution of profits. A corporation may choose to reinvest either the profit or any surplus, to use retained earnings or distribute the profit to shareholders. Dividends are payable in cash or as new shares, i.e. treasury shares.

List of compensations considered as an income in Bulgaria

Divident tax in Bulgaria

Any type of compensation, financial or in kind, is considered as an income and so it is a subject to a personal income tax domestically. Dividends remain within the list of sources of a taxable income. Other items on this list can be: salary, bonuses, income from interest, income from other economic activities, capital gains or rental income. However, reinvested dividends are tax-exempt in Bulgaria.

Corporate Income Tax Act governs taxation of dividends

As tax lawyers in Bulgaria, we advise our clients that according to the Corporate Income Tax Act in Bulgaria, withholding tax shall be payable as regards to dividends at a rate of 5%, if it is distributed to private individuals. These include non-residents, if the residents are citizens of an EU or EEA member state. In case of Special Purpose Investment Vehicles or if foreign legal entities outside an EU/EEA member state foreign entities distribute dividends, then dividends distributed to legal entities of residents of Bulgaria shall not be included in these legal entities’ taxable income. For capital gains deriving from holding shares in subsidiaries, the the flat corporate income tax shall apply at a rate of 10%, or at the level of a Bulgarian company.

The tax lawyers in Bulgaria

In Bulgaria withholding tax may not be necessary to be paid, if shareholders in the Bulgarian legal companies are tax residents of an EU country and they are not residents of a third state on the grounds of a double tax treaty. Moreover, if the shareholders are payers of corporate income tax in their resident state and they are not entitled to any tax exemptions, then they are not a subject to withholding tax. It also applies to non-residents that hold at least 15 % (percent) of the shares in the Bulgarian company that distributes the dividends for at least two years.

Tax responsibilities of the recipient?

In our legal praxis as tax lawyers in Bulgaria, we see that after receiving a dividend payment from a Bulgarian-registered legal entity, withholding tax is paid, so the recipient shall not have to report on it and shall not owe any personal income tax on that amount. Should the dividends be received from a non-Bulgarian legal entity, however, it shall be included in the tax return and shall be taxable as a personal income tax. If you are interested in getting more information for divident taxes for your investment in Bulgaria, our tax lawyers will be happy to provide you with all information you require and will assist you in all legal procedures. Please call us on + 359 2 858 10 25, or send us an e-mail to info@lawyer-bulgaria.bg.

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June 19, 2016/by lawyer

Posts

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 :

Sale of Shares of Common Property

Why to choose us?

Hereditary Cases Lawyer – Declaring a Will

What coming next?

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

Car accident lawyer Bulgaria

Contact authorities and your lawyer

Insurance lawyer – what else?

All drivers in Bulgaria must own one.

Consult with a legal professional

Our legal advice in crash cases

Important rules to follow up in case of accident

Dividend tax in Bulgaria

List of compensations considered as an income in Bulgaria

Corporate Income Tax Act governs taxation of dividends

The tax lawyers in Bulgaria

Tax responsibilities of the recipient?

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

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