How to Set Up an EOOD (Bulgarian LLC) in 2026 — Step-by-Step

2026-04-27

Step-by-step guide to registering an EOOD in Bulgaria 2026: costs, timeline, share capital, post-registration duties. By Fakturka.bg.

How to Set Up an EOOD (Bulgarian LLC) in 2026 — Step-by-Step

💶 All amounts in BGN first, then EUR (Bulgaria adopted the EUR on 1 January 2026 at fixed rate 1 EUR = 1.95583 BGN).

TL;DR:

• EOOD is a single-member limited liability company — the most common vehicle for freelancers and small businesses scaling up.
• Minimum share capital: 2 BGN (about 1 EUR) — symbolic, since 2009 (Commercial Act Art. 117 §1).
• Total registration cost: roughly 300-500 BGN (153-256 EUR) including state fees, notary and bank account setup.
• Timeline: 3-7 business days from notarisation to entry in the Commercial Register.
• After registration: corporate tax 10%, dividend withholding 5%, plus VAT registration if turnover crosses 100,000 BGN (51,129 EUR).

Table of contents

1. What is an EOOD
2. EOOD vs OOD vs Sole Trader
3. Costs of registration in 2026
4. Step 1: Choose and reserve a company name
5. Step 2: Prepare incorporation documents
6. Step 3: Open a deposit account and pay capital
7. Step 4: Notarise signatures
8. Step 5: File with the Commercial Register
9. What happens after registration
10. Annual obligations of every EOOD
11. How Fakturka.bg helps EOOD owners
12. Frequently asked questions (FAQ)
13. Sources

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What is an EOOD

EOOD (Еднолично Дружество с Ограничена Отговорност) is a single-shareholder limited liability company under the Bulgarian Commercial Act. It has its own legal personality, separate from the owner. The owner's liability is limited to the amount of capital contributed.

If at some point you take on a second shareholder, the entity automatically becomes an OOD (multi-member LLC) — same rules apply, just more than one owner.

EOODs are popular because they:

• Limit personal liability.
• Pay a flat 10% corporate tax — among the lowest in the EU.
• Can be set up with as little as 2 BGN (1.02 EUR) of share capital.
• Convey credibility to clients, banks and tenants.

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EOOD vs OOD vs Sole Trader

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Costs of registration in 2026

You can do it yourself if you read Bulgarian and have a Qualified Electronic Signature (KEP) — that drops the cost by 50-70%. Most non-Bulgarian-speaking founders use a local lawyer or accountant.

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Step 1: Choose and reserve a company name

The name must be unique in the Commercial Register and end with the abbreviation "EOOD" (e.g. "Acme Consulting EOOD"). It can be in Latin or Cyrillic script. You can verify availability free at brra.bg.

Tip: Optionally reserve the name in advance for 50 BGN (25.57 EUR) — useful if registration will take several weeks.

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Step 2: Prepare incorporation documents

The core documents are:

1. Articles of association (учредителен акт) — defines the company name, registered seat, scope of activity, capital, and management.
2. Manager appointment decision — typically the sole owner appoints themselves as manager.
3. Specimen signature of the manager — to be notarised.
4. Declaration under Commercial Act Art. 142 — that the manager is not subject to disqualification.
5. Declaration of consent of the manager — accepting the appointment.

A standard template Articles of Association covers most cases; customise only if you need bespoke clauses (e.g. preferred share rights, manager restrictions).

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Step 3: Open a deposit account and pay capital

1. Choose a Bulgarian bank (UniCredit Bulbank, DSK, Postbank and Fibank are common choices for non-residents).
2. Open a set-up deposit account — a dedicated account that holds the share capital until registration is complete.
3. Deposit at least the share capital amount (minimum 2 BGN / 1.02 EUR — most founders deposit a more credible figure such as 100 BGN / 51.13 EUR).
4. Obtain a bank certificate confirming the deposit. This is mandatory for the Commercial Register filing.

Once registration is complete, this account converts into a regular operating account.

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Step 4: Notarise signatures

Take the documents to a Bulgarian notary. The notary certifies:

• Your specimen signature as manager.
• Your declarations of consent and good standing.

If you are abroad, signatures can be certified at any Bulgarian embassy or consulate, or apostilled abroad and translated by a sworn translator.

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Step 5: File with the Commercial Register

File application Form A4 with the Bulgarian Commercial Register at the Registry Agency (BRRA), either:

• Online with a Qualified Electronic Signature (KEP) — state fee 110 BGN (56.24 EUR).
• In person at any BRRA office — state fee 220 BGN (112.48 EUR).

Documents to attach

• Articles of association.
• Manager appointment decision.
• Notarised specimen signature.
• Declarations Art. 141 §3 and Art. 142.
• Bank certificate of capital deposit.
• Proof of payment of the state fee.

Timeline

• Online filing: decision typically within 2-3 business days.
• In-person filing: 5-7 business days.
• Once entered, the company has its UIC (unified identification code) and is officially incorporated.

You can immediately download the registration certificate from brra.bg using the new UIC — it is the equivalent of a "certificate of good standing" for banks, customers and contracts.

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What happens after registration

Within the first weeks you should:

1. Convert the deposit account into a regular business account.
2. Order a company stamp (optional — not legally required).
3. Register with the National Revenue Agency (NRA) — typically automatic via the Commercial Register, but verify you can log into the NRA portal.
4. Decide on VAT registration — mandatory above 100,000 BGN (51,129 EUR) turnover; voluntary at any time.
5. Engage an accountant — double-entry bookkeeping is mandatory; doing it yourself is technically possible but risky.
6. Set up invoicing — start issuing through Fakturka.bg on day one.

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Annual obligations of every EOOD

For a complete year-round overview see our Bulgarian Tax Calendar 2026.

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How Fakturka.bg helps EOOD owners

Once your EOOD is live, Fakturka.bg replaces the typical mess of Excel templates and free PDF generators with a single compliant platform:

• One-click invoice issuance with all 14 ZDDS Art. 114 fields filled automatically.
• Auto-fill customer data by UIC — saves minutes per invoice.
• VAT ledger generation — purchase and sales ledgers updated automatically.
• VIES validation — protects your 0% VAT rate on EU B2B sales.
• Multi-user access (Business plan) — your accountant gets read-only access to issued invoices.
• PEPPOL integration for B2G and EU partners.
• English/Bulgarian UI — switch with one click.

Free plan: 15 invoices/month forever. Pro: 7.50 EUR (14.67 BGN) per month. Business: 15 EUR (29.34 BGN) per month.

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Frequently asked questions (FAQ)

Can a foreigner own a Bulgarian EOOD?

Yes. Any natural person or legal entity, EU or non-EU, can be a sole shareholder of an EOOD. Non-EU founders may need a residence permit if they want to live in Bulgaria, but ownership itself does not require residency.

Do I need a Bulgarian address?

The EOOD must have a registered seat in Bulgaria. This can be a leased office, a virtual office, a notarised consent from a property owner, or even your own residential address. Many founders use a virtual office service (~30-100 BGN / 15-51 EUR per month).

How long does it take to get started invoicing?

After the Commercial Register entry (typically 3-7 business days), you receive your UIC immediately and can issue invoices the same day through Fakturka.bg. VAT registration, if needed, takes an additional ~14 days.

Do I need to physically travel to Bulgaria?

Not strictly. Documents can be signed at a Bulgarian embassy abroad or apostilled and translated. However, opening a bank account usually requires a personal visit because Bulgarian banks have strict KYC processes for non-residents.

What if I want to add a co-founder later?

Easy — file a transfer of part of the shares. The entity then converts from EOOD to OOD (multi-member) and the Commercial Register is updated. State fee: ~50 BGN (25.57 EUR) plus notary.

How much does ongoing accounting cost for a small EOOD?

Expect 80-300 BGN (41-153 EUR) per month for an external accountant handling all monthly filings, depending on transaction volume. Bookkeeping software like Fakturka.bg can cut this by 30-50% by automating data entry.

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Sources

• Commercial Act (Търговски закон) — lex.bg
• Bulgarian Commercial Register (BRRA) — official portal
• Corporate Income Tax Act (ZKPO) — lex.bg
• VAT Act (ZDDS) — lex.bg
• National Revenue Agency — official portal

Related articles

• Freelancing in Bulgaria 2026 — Complete Tax & Legal Guide
• Corporate Tax in Bulgaria 2026 — ZKPO Guide
• Bulgarian Tax Calendar 2026

Last updated: 2026-04-27 Author: The Fakturka.bg team