YARD Law Co. · 2026 · YARD Law Legal Team
Bulgaria is one of the most attractive EU jurisdictions for foreign entrepreneurs - with a 10% flat corporate tax rate, EU membership, and relatively fast registration procedures. However, setting up a company as a non-resident involves specific legal and procedural requirements that are frequently underestimated.
Yes. Foreigners - including nationals of countries outside the EU - can be shareholders and directors of Bulgarian companies. There is no requirement for Bulgarian citizenship or residency. The most common structure is the OOD (equivalent to an LLC), with a minimum share capital of BGN 2 (approximately €1). The company is registered with the Bulgarian Commercial Register and typically takes 3–5 business days once all documents are in order.
In most cases, incorporation can be completed through a registered representative or lawyer. For non-EU nationals, additional requirements apply: document legalization, sworn translation, and in some cases consular procedures. The process can often be handled remotely, but the specific requirements vary by country of origin.
Address registration in Bulgaria is not a mandatory condition for incorporation. However, if the director is a non-EU national and wishes to actively manage operations from within Bulgaria, a valid legal basis for residency and address registration will be required. This coordination between commercial and immigration procedures is one of the most commonly underestimated aspects of setting up in Bulgaria.
For foreign nationals - especially those from non-EU countries - Bulgarian banks apply enhanced due diligence procedures. Banks require proof of the source of funds and evidence of genuine economic activity. Opening a bank account is often a greater practical challenge than the registration itself and should be planned well in advance.
Incorporation automatically triggers accounting, reporting, and tax obligations - even in the absence of active business. Bulgarian companies pay a flat 10% corporate income tax on profits, plus 5% withholding tax on distributed dividends. Annual financial statements are mandatory. Many foreign owners underestimate these obligations, leading to penalties for late or missing filings.
Based on practice: registering without a residency strategy, using formal addresses without genuine activity, insufficient preparation for banking requirements, and mismatches between the declared business activity and actual intentions. A 'register first, think later' approach consistently leads to avoidable complications. Early legal coordination across commercial, immigration, and tax law is strongly recommended.
This article was prepared by the legal team at YARD Law Co., a full-service law firm based in Sofia, Bulgaria, specialising in crypto law, corporate law, real estate, and cross-border legal services.
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