The use of this article is allowed by the courtesy of:
Quest Bulgaria – Online Property and Lifestyle magazine.
Liquidation Of The Trade Company Registered In Bulgaria
The procedure of ‘closing’ of a trade company in Bulgaria is called ‘liquidation of the company’ and this procedure is approved by the Trade Law of the Republic of Bulgaria which regulates all the requirements for starting and performing of the liquidation.
Bellow we shall give an explanation and description of this procedure for the company that is registered in Bulgaria and does not own any property.
The liquidation starts with the application regarding issuing of the certificate about starting of the liquidation of the company filed to the territorial directorate of the National Revenue Agency (NRA) where the company is registered. Issuing of this certificate by the NRA takes about a month.
The certificate should be filed to the Trade Register at the Registry agency along with the decision of the management body of the company regarding liquidation of the legal body, election of the official liquidator and defying of the term of the liquidation.
The official liquidator has to be registered at the Trade register and from the moment of his registration the liquidator carries on all the duties and obligations of the representative of the company before physical persons, legal bodies and government authorities.
A liquidator can be a person appointed who is a part of the company’s management body or a third person elected by the management body to fulfill all the obligations of the liquidator.
The liquidator is responsible for his actions before the company as long as before other persons, government authorities and etc.
According to the effective Trade Law of the Republic of Bulgaria after registration of the decision about liquidation of the company at the Trade register the company’s representative should issue and send an invitation to all the creditors of the company. The Law says that all the creditors have six months to present their claims to the company that is going to be liquidated. Since the Bulgarian Trade register is public it gives the possibility all the creditors to be informed that there was started a procedure of the liquidation and to lodge claims.
After expiration of 6 months, in case there are no presented claims from the creditors, the company’s representative can proceed with the deletion of the company from the Trade register. In order this deletion to be made the liquidator should receive documents issued by the National Social Security Institute of Bulgaria which documents should verify that:
1. the company has had persons employed on labour contracts and all the accounting documents (payslips) were transferred to the National Social Security Institute of Bulgaria
2. The company has not had persons employed on labour contracts and have not transferred accounting documents to the National Social Security Institute of Bulgaria.
It is necessary for the company to prepare all the required accounting documents during the period of liquidation, which is a minimum of six months from the date of publishing of the invitation to all the creditors at the Trade register. Those documents have to be prepared at the time when the procedure of liquidation is started and at the time of finishing of the procedure.
During the period of liquidation the company is obliged to submit an Annual Finance Report to the Trade register.
In case the company has no obligations for the unpaid taxes or other obligations, we, at ‘Bulgaria Legal’, offer one of our company solicitors to become a liquidator and to perform the procedure of liquidation.
We can also offer accountant services provided by certified accountants who can prepare all the accounting documents needed.
Our fee depends on the fact whether the company:
3. have had persons employed according to labour contracts and all the accounting documents (payslips) were transferred to the National Social Security Institute of Bulgaria – in this case the fee will be calculated after consultation with the accountant
4. have not had persons employed according to labour contracts and have not transferred accounting documents to the National Social Security Institute of Bulgaria – in this case our fee will amount to 650 Euro and will include preparing of all the necessary documents that would be submitted for signature to the management body of the company and representation before all the necessary authorities during the minimum required term of liquidation /6 months/.
This cost of our fee does not include costs and taxes in connection with issuing and submitting of documents and are additionally paid by the client.
Trade register taxes are paid during filing of the documents to the Trade register and the amount is approximately about 200 levas.
Article courtesy of Ksenia Ievleva from Bulgaria Legal
Could you please give us an indication on the time required for all process of closing down?