Branch Office in Bulgaria: Complete Guide for Foreign Companies

A foreign company can register a Bulgarian branch, obtain a local unique identification code, and trade without incorporating a subsidiary. The branch remains part of the parent, so the choice has direct consequences for liability, tax, accounting, banking, and exit.

This guide reflects the rules and official information available on 1 August 2026. Bulgarian company law, tax rules, official fees, and filing practices can change. It provides general information and should not replace advice based on the parent company, planned activity, and countries involved.

Branch Office in Bulgaria at a Glance

What Is a Bulgarian Branch of a Foreign Company?

A Bulgarian branch is a registered business presence of a company incorporated under another country's law. Article 17a of Bulgaria's Commerce Act allows a foreign person registered with the right to trade under its national law to register a branch in the Commercial Register. The branch can carry out the commercial activities assigned to it by the foreign parent company, sign contracts through its representative, employ staff, and operate in Bulgaria.

The branch is not a new company and does not have shareholders or share capital of its own. Its assets, rights, contracts, and liabilities ultimately belong to the foreign parent company.

This distinction matters. A creditor dealing with the branch can generally pursue the foreign parent company because the branch does not create a separate liability shield.

Branch Office or Bulgarian Subsidiary?

Foreign businesses commonly compare a branch with a Bulgarian limited-liability company, usually an EOOD or OOD.

A branch may suit a company that wants its Bulgarian activity to remain directly connected to the foreign entity. A subsidiary is often more appropriate when the owners want liability separation, local investors, a stand-alone business, or a structure that can later be sold.

Read our complete company-registration guide for an overview of Bulgarian legal forms and incorporation.

Information Registered for the Branch

The filing identifies the parent's name, legal form, seat, foreign register and number, representatives, and manner of representation. It also records the branch's name, Bulgarian seat, address, activities, manager, and the manager's authority. For a non-EU parent, its governing national law is recorded too.

Relevant changes and specified termination, liquidation, insolvency, or deletion events affecting the parent must later be entered, as must closure of the branch.

Documents Commonly Required

A foreign-company branch registration uses application A8. Article 32 of the Registry Agency's current Regulation No. 1 requires evidence showing that the parent legally exists and has validly approved the Bulgarian branch. The core filing normally includes:

• official evidence of the foreign entity's existence, right to trade, registered representatives, and manner of representation
• the parent's complete and current constitutional document, with all amendments, plus a public copy redacting personal data not required by law
• a resolution of the competent corporate body to establish the branch
• a power appointing the branch manager, bearing the notarised signature of the person representing the parent
• the branch manager's notarised consent and signature specimen
• a licence, permit, or evidence of professional qualification when the planned activity or manager is subject to a statutory regime
• the A8 application, statutory declarations, and proof of the state fee
• powers of attorney where professional representatives file the application

Documents issued abroad must be prepared for use in Bulgaria. Depending on the issuing country and the applicable treaty, this can mean an apostille, consular legalisation, or no further authentication. Translation is a separate question: the Commercial Register Act requires the application and attachments in Bulgarian; a document in an official EU language may also be filed together with a certified Bulgarian translation. If the texts conflict, the Bulgarian translation prevails.

EU incorporation does not by itself make every corporate document exempt from authentication. Check the issuing country, document type, and treaty route before obtaining signatures or ordering translations.

Document requirements should be confirmed before signatures are collected. Incorrect certification, expired register extracts, missing corporate approvals, or inconsistent names can delay or prevent registration.

Step-by-Step Branch Registration Process

1. Choose the structure. Compare branch and subsidiary consequences for liability, tax, accounting, licences, employment, banking, and exit.
2. Define the operation. Select the branch name, activities, Bulgarian seat and address, manager, and scope of authority.
3. Obtain parent approval. The competent parent body resolves to open the branch and appoint its manager under the parent's law and documents.
4. Prepare the evidence. Obtain current foreign-register records, then complete the applicable authentication and Bulgarian translations.
5. File A8. Submit A8 and its attachments through the Commercial Register. The officer may issue correction instructions or refuse a non-compliant application.
6. Operationalise the branch. After entry and allocation of its UIC/EIK, complete accounting, tax, VAT, banking, employment, licensing, ownership, and data-protection work before trading where required.

How Long Does Registration Take?

The Commercial Register Act sets a review target for initial trader registrations: the application should be reviewed by the end of the next working day, with the decision issued immediately after review. This is a statutory registry target, not a guaranteed end-to-end completion time. Instructions to correct the filing, a refusal, or an incomplete document set extend the process.

The overall setup often depends on:

• obtaining current documents from the foreign register
• parent-company approval procedures
• apostille or legalisation
• certified Bulgarian translations
• corrections requested during registry review
• bank and payment-provider due diligence
• tax, VAT, employment, or licensing registrations

Start with a document and compliance checklist for the parent's specific jurisdiction. Cross-border document preparation is often the largest source of delay.

Branch Office Registration Costs

For an initial foreign-company branch filing, the Registry Agency tariff sets the state fee at BGN 170 online and BGN 340 on paper. Following Bulgaria's euro changeover, the Registry Agency explains that tariff fees are expressed in euro using the statutory conversion and rounding rules. At the fixed conversion rate, these amounts are EUR 86.92 online and EUR 173.84 on paper. Check the current fee notice before payment.

Budget separately for foreign-register records, authentication, translations, notary work, advice, a Bulgarian address, and operational accounting, payroll, and banking. These costs can exceed the state fee.

Tax, VAT, and Accounting

A Bulgarian branch carrying on business for a foreign company can create a Bulgarian taxable presence. Its profits attributable to a Bulgarian permanent establishment are subject to Bulgaria's 10% corporate income tax. The relevant tax treaty, attribution of profit to the branch, and the parent's home-country relief must also be reviewed. Dealings with the head office and related parties need appropriate transfer-pricing support.

The branch is expressly treated as an enterprise under Bulgaria's Accounting Act. It must keep Bulgarian accounting records for local activity and meet the applicable financial-reporting and filing rules. Separately, Article 17a of the Commerce Act requires the parent's current constitutional document and subsequent amendments to remain published on the branch file. Each parent annual financial statement must also be published after filing or presentation under home-country law, unless the information is received through the EU business-register interconnection system.

VAT registration depends on the activities and transactions performed. Turnover is not the only trigger: EU transactions, cross-border services, imports, and other supplies can create registration or reporting duties.

Read our Bulgaria corporate-tax guide for a general overview of corporate tax, VAT, and compliance.

Banking, Employees, and Licences

Opening a Bulgarian bank or payment account for a branch normally requires due diligence on the foreign parent company, ownership chain, representatives, source of funds, and planned activity. Bank onboarding can take longer than the registry filing.

A branch should document its ultimate ownership and control for bank, tax, licensing, and anti-money-laundering checks. Branch registration does not by itself answer whether a separate beneficial-owner filing is required in every case. The parent jurisdiction, registered ownership information, activity, and any special Bulgarian regime must be assessed before deciding whether a B7 filing or another disclosure applies.

When the branch hires staff, Bulgarian employment, payroll, social-security, health-and-safety, and notification requirements apply. The branch representative's management and social-security position should also be reviewed.

Regulated activities may require a Bulgarian licence, registration, passporting procedure, or regulator notification. Registration in the Commercial Register does not by itself authorise a branch to perform a regulated activity.

Ongoing Branch Obligations

After registration, the branch should maintain a compliance calendar covering:

• accounting records and annual financial reporting
• corporate tax and VAT filings
• payroll, employment, and social-security obligations
• changes to the parent company or its representatives
• changes to the branch address, activities, or representative
• ownership records, beneficial-owner assessment, and any applicable filing
• licences, permits, and sector notifications
• GDPR and document-retention obligations
• the parent's updated constitutional documents and annual accounts where they are not supplied through register interconnection

Changes recorded for the foreign parent company can affect the Bulgarian branch filing. The branch should have a process for identifying and registering relevant changes promptly.

Closing a Bulgarian Branch

Deleting a branch is not a company liquidation because the branch has no separate legal personality. The parent normally adopts a closure decision, settles or transfers the branch's Bulgarian contracts and assets, addresses employees, tax and VAT registrations, licences, accounts, and records, and then applies for deletion through A8.

The registry filing requires the parent's decision to close the branch or, where applicable, evidence that the parent itself was deleted from its home register. Regulation No. 1 also requires a certificate from the territorial division of Bulgaria's National Social Security Institute for the handover of payroll records under Article 5(10) of the Social Security Code. Parent termination, liquidation, continuation, insolvency, and deletion events must be entered with the relevant evidence.

Deletion does not erase the parent's liabilities or unresolved Bulgarian obligations. Plan the operational close before submitting the registry application, especially where the branch has employees, pending contracts, tax registrations, receivables, or regulated permissions.

Foreign Company Branch Checklist

Before filing:

1. Compare liability, tax, and exit consequences with a subsidiary.
2. Confirm activities, address, manager, authority, and any licence.
3. Obtain valid parent approval and current foreign records.
4. Confirm authentication, translation, and public-redaction requirements.
5. Review A8 and every attachment for consistent names and data.

After registration:

1. Verify the UIC/EIK and public entry.
2. Set up tax, VAT, accounting, payroll, banking, and sector compliance.
3. Track parent changes, constitutional documents, and annual accounts.
4. Maintain ownership evidence and assess any disclosure filing.
5. Plan contract, employee, record, and registry steps before closure.

Establish a Branch Office in Bulgaria with Lion Consult

Lion Consult assists foreign businesses with comparing Bulgarian structures, preparing a branch registration, coordinating foreign documents and translations, and establishing the accounting, tax, VAT, payroll, banking, and ongoing compliance processes needed to operate.

For foreign founders considering a separate Bulgarian company, our guide to opening a company in Bulgaria as a foreigner explains the alternative company-formation route.

Contact Lion Consult to discuss the appropriate Bulgarian structure for your business.

This guide reflects information available on 1 August 2026. It provides general information and is not legal, tax, accounting, immigration, or investment advice.

Frequently Asked Questions

Can a foreign company open a branch office in Bulgaria?

Yes. A foreign company can register a Bulgarian branch in the Commercial Register. The branch operates as part of the foreign parent company rather than as a separate Bulgarian legal entity.

Is a Bulgarian branch a separate legal entity?

No. A Bulgarian branch of a foreign company is not legally separate from its parent company. The parent company ultimately bears responsibility for the branch's obligations.

Does a branch office in Bulgaria need share capital?

A branch does not have separate share capital like a Bulgarian subsidiary. It still needs adequate funding for its activities, obligations, and operating costs.

What documents are needed to register a foreign-company branch in Bulgaria?

Common requirements include current foreign-register evidence, the parent company's governing documents, a valid decision to establish the branch, documents appointing its representative, and Bulgarian filing declarations. Foreign documents may require legalisation and certified translation.

Does a Bulgarian branch receive a company registration number?

Yes. Once registered, the branch receives a Bulgarian unique identification code, commonly called a UIC or EIK, and its registered circumstances can be searched in the public Commercial Register.

Does a foreign-company branch pay tax in Bulgaria?

A branch carrying on business in Bulgaria can create a Bulgarian taxable presence, and profits attributable to its Bulgarian activity may be subject to Bulgarian tax. The result should be reviewed together with any applicable tax treaty and the parent company's home-country rules.

Is a branch or subsidiary better for entering Bulgaria?

It depends on the business plan. A branch keeps the Bulgarian operation legally connected to the foreign parent, while a subsidiary is a separate Bulgarian company and generally provides stronger liability separation.