Illustrative legal professionals with Alexander Nevsky Cathedral in Sofia
Country law guide · Bulgaria

Company law & governance in Bulgaria

Company formation, ownership, governance and the decisions that shape a business.

Bulgaria's Commerce Act governs forms such as the OOD and EOOD and the registration of commercial changes. The Registry Agency's legislation collection supports checking the relevant corporate and filing framework. A shareholder's liability position should be distinguished from the duties of the company's manager.

Choose the entity and governance arrangements around the actual owners and activity. Current filing and accounting requirements remain relevant after registration is complete. The resulting corporate file should connect ownership, decision-making authority and continuing filing duties, so that the registered structure supports the business activity and transactions actually being undertaken.

Key laws & official sources

Commerce Act — Ministry of Justice

Regulates merchants, companies, share transfers, transformations and commercial insolvency.

Registry Agency — legislation collection

Collects company, property, obligations, family, procedural and accounting legislation relevant to Bulgarian registrations.

Point to check

Registration alone does not establish sector approval, tax compliance or unrestricted foreign ownership; verify the proposed activity and current filing requirements before trading.

Practical next steps

  • Verify the OOD or EOOD structure and registered management powers.
  • Reconcile beneficial ownership, capital contributions and voting rights.
  • Approve signing powers and record director conflicts.

Documents to prepare

  • Constitution and registry extract
  • Ownership chart and shareholder agreements
  • Board minutes and proposed decisions
Illustrative legal professionals with Alexander Nevsky Cathedral in Sofia
Illustrative professional scene: Alexander Nevsky Cathedral, Sofia. Fictional people; not a Jurisiti office or team photograph.

How Jurisiti can help

Start with the entity’s legal form, registered seat and actual operations. Incorporation, licensing, tax residence and permission to carry on a regulated activity answer different questions. A governance review should trace authority from the constitution through the board and shareholder decisions to the person signing the transaction.

  • Entity choice and incorporation
  • Shareholder agreements and director duties
  • Corporate records, approvals and beneficial ownership

Questions about your matter

How do I start a company law & governance enquiry in Bulgaria?

Identify the jurisdiction, the people involved, any existing proceeding or deadline, and the result you need. A short chronology and the key documents help define the proposed engagement before local professional arrangements are confirmed.

Can a cross-border matter involve more than one legal system?

Yes. Bulgaria may be one part of a wider matter involving another place of residence, contracting party, asset or forum. Applicable law, jurisdiction and enforcement should be assessed separately, using the relevant national and international rules.

Does this guide establish a lawyer-client relationship?

No. An enquiry or use of this guide does not establish an engagement. Conflicts, professional authority, scope, responsibilities and fees must be confirmed before work is undertaken.

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