Questions about company registration process
Opening a bank account can be done by authorization in 2 banks - Unicredit and DSK. Both are good. We open the account, get PIN codes, debit cards and send them by DHL to you.
I will provide some general information that we give to all our clients and will also cover your specific questions.
An overview of a company registration process. In order to prepare the documents we need the following information:
1. Company name;
2. Email address;
3. Main activity - only informational as the company activity will not be restricted;
4. Capital and its distribution in percentage among shareholders if there are more than one shareholder (the minimum capital is 2 BGN, but we recommend 10- 20 euro) The capital is not an indication about the company financial funds as money can be transfered to the company by the shareholders as a loan. Or the capital can be increased at a further stage;
5. A scanned copy of the passports/id documents of the owner/shareholders of the company;
6. A scanned copy of the passport/id document of the governor;
7. Address /or we can rent one for 100 euro per year, we offer our office address which is a property of the owner of Global Consult;
8. Any further information about relationship between partners /otherwise we prepare a standard Memorandum.
There are 2 documents that need to be notarized in case the company is registered remotely /the client does not come to Bulgaria, but signs these documents at a Bulgarian consulate/.
Our base price for LTD company formation is 180 euro if the client is present in Bulgaria and opens the capital account of the company necessary for setting up the company.
A remote registration (the client does not come to Bulgaria but authorizes us to open the capital account) is 280 euro - where the additional 100 Euro is for the remote registration and inclusive the fee for the bank and depositing the capital. The address is 100 euro per year.
Further covering your questions:
1. Set up a company with one main partner and two silent partners
Yes, we can prepare the documents /Memorandum being the most important one/ when we have the details of the two partners /a copy of passports or identity cards/.
Can details about silent partnership under Bulgarian law be provided?
This is a typical Ltd structure. One or more people provide funds or resources for the company activity and these guys own the capital while the ongoing activity is maintained by a chosen governor/ a person who signs all papers on behalf of the company. The silent partners are responsible only up to the amount of the capital /respectively funds or resources provided by them.Example - you and your partner have a company of a capital of 10 Euro, but further provide a loan/resources to the company in the amount of 1000 euro deposited in the bank account.
You choose a governor that is a third person/by the way it is wiser to give the governor 1% of the company capital to have a lower social insurance, which is compulsory paid for the governor only for the period when the company has activity/.
In case of some fines/debts that the bank account funds can be blocked but you as a partner do not bear any other negatives. It is the governor that may be fined or even not allowed to be a governor of a company in future in case the company goes bancrupt -an extreme example.
How does it work, can contracts be prepared etc.?
Yes, we will send you a draft of the documents, the relationship between the partners is arranged in the Memorandum.
What type of company is recommended for our purposes?
LTD (OOD in Bulgarian).
2. Business area of the company would be:
- Software development
- App creation
- Computer graphics
- Computer programming
- Selling of software and hardware
- HRConsulting
- Interpreting
All these areas are suitable for operating a company remotely, normally you send all your invoices to the accountant /which can be also the address of the company/ for a monthly processsing and representation before the tax office.
3. Address of the company.
Can address of the company be provided?
Yes, the fee is 100 euro per year for the address.
Is it needed to have address/residency in Bulgaria for at least one of the partners?
No, only some banks require an address to open a bank account, but you do not need a residence address to fully operate the company. There is some confusing information about this online and some agency mislead clients to get an additional fee from EU citizens. We have clients from all over the world with similar activities as yours.
Can also P.O. BOX be created?Why is it needed?
The company address will be also the mailing address and all mail will be timely picked up.
4. Setting up bank account.
Will your company help to set this up?
Yes, after the company is registered. Prior to the registration you can not authorize us for opening a bank account because the company does not exist yet.
Do we have to be present in country in order to setup a bank account?
No, opening a bank account can be done by authorization in 2 banks - Unicredit and DSK. Both are good. We open the account, get PIN codes, debit cards and send them by DHL to you.
Opening a bank account by authorization is also possible in some other banks, but they will put the name of the authorized person as the person who operates the account/not recommended/ and there are also many banks that do not accept authorizations at all.
The practice of different banks is extremely inconsistent in regards to authorizations, but these are some base rules created as outlined above.
Can there be 3 people set as account owners?
The account owner will be the company, these people will be the guys who operate the account. The governor of the company is the representative of the company by law, but you can put 3-4 or more people with the right to operate the account. This is what I mentioned above about authorizations - some banks apart from Unicredit and DSK put the name of the authorized person always as the one operating the account no matter we give them explicit authorization on behalf of the authorizer/governor. That's why opening a bank account by authorization is limited to the above two banks.Please, not we will open a capital bank account to set up the company and deposit the capital, which is a different type of account and can be set up in almost any bank.
Can account also have sub account or will we need to setup additional account?
You can have a two currency account in DSK but only one currency in Unicredit. I do not know about other banks, in case the governor comes to Bulgaria /as the governor is the one who can open the company bank account/ we will have choices of many banks and check these options.
5. Accounting, taxes and fees.
Does your company also provide accounting services?
What taxes and fees are payable in relation to the company each year. Please, have a look at the base prices: http://kantora.eu/pdf_ezici/pdf_angliiski_ceni.pdf
I think there must be one more fee for submission of the annual financial statement. I am just a lawyer and further details about the accounting services can be discussed with Mr Panov, but these are the prices as a guidence.
6. Price
What would be final price for setting up fully operational company?
1. Registration Company - registration base price 180 euro.
Remote registration /in case you do not come to Bulgaria/ - 100 Euro.
Legal address - 100 Euro-time frame 2-3 days after we get the documents.
2. After the company is registered you will need a VAT registration /need to do a second POOA for that.
VAT registration - 90 Euro.
Social insurance registration, personal data protection registration, official translation of passport for the TAX office, stamp - total about 110 euro - these are services provided by the accountant.
Тime frame about 10 days after the company is registered.
3. Opening a bank account - 2-3 days, the price varies depending on you requirements or you can come to Bulgaria to set it up yourself. Normally we open the bank account and you transfer the funds yourself, we charge about 160 euro for opening the account, there is about 15 euro bank fee, DHL costs, Unicredit charges 50 euro for a comprehensive debit card working everywhere and 10 Euro for a card that may not work at some places. The debit card in DSK is free, but DSK require some small funds - about 20 Euro to activate the account.
7. How long it will take
How long it will take to set up a fully operational company?
So, 3-4 days after we have the documents will be done the company registration. 7-10 days after we have the POOA we can do the VAT. 2-3 days after we have the POOA we can have the bank account open.
You did not mention in your questions a governor. The company must have a governor. His presence in Bulgaria is not needed /as the accountant will represent the company before the Tax office/, but the governor must sign all invoices, contract and other documents on behalf of the company or appoint an representative for this. In case the governor is not a shareholder he will pay a very high social insurance. In case the governor has 1% of the company he will pay the minimum social insurance which is about 70 euro per month. That's why we recommend you give the governor at least 1% for example the company has 100 BGN shares and the governor has 1 share.
Please, let us know if further details needed, or you can also contact me on the viber/mobile +359899454998
Best regards