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Registration of a Commercial Company by a Foreign Citizen

If you are a foreign national, or an acquaintance of yours is a foreign citizen and wishes to register a commercial company in the Republic of Bulgaria, the most common legal forms are an OOD and an EOOD, regardless of whether the person is a citizen of an EU Member State or of a third country. If the foreign national does not have a Foreigner’s Personal Number, the details from their identity document/international passport must be entered. The constituent documents are often drawn up simultaneously in two languages, so a translation by a sworn translator affiliated with a licensed translation agency is not required. If the text is in Bulgarian, it must be translated into a language the foreign national understands. This does not have to be their mother tongue, provided that the notary is satisfied that the foreign national understands the document they are signing. The sworn translator must sign a declaration immediately below the translated text certifying the accuracy of the translation, after which the signature on the constituent document must be notarised.

In fact, the substance of the documents, as well as the manner in which they are compiled and filed with the Commercial Register at the Registry Agency, does not differ according to the nationality of the owner of the company shares. It is important that, when the documents are prepared, the names and details of all foreign nationals wishing to participate in the incorporation of a commercial company or to own shares or stock in one must be written in Cyrillic.

Nor is the foreign citizen required to reside in the Republic of Bulgaria or to have permanent residence here. In practice, however, their presence is often necessary and is even mandatory when the owner of the shares is also the company’s manager: the so-called specimen signature of the manager, by which the manager gives consent to perform that function, must also be notarised. If the foreign national is outside Bulgaria, they must appear before the nearest diplomatic mission of the Republic of Bulgaria. After the documents have been certified, a capital-raising bank account must be opened for the company and the registered capital must be paid into it, just as Bulgarian citizens are required to do.

There is no difference in the registration fees payable compared with the registration of a company owned by a Bulgarian citizen. Additional costs may arise only from the participation of a translator in translating some of the documents.

For legal advice on companies, ownership interests and changes in the Commercial Register, you can contact Tomovi Law Firm.

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