Civil Partnership (DZZD) in Bulgaria: 2026 Guide

A Bulgarian civil partnership, commonly called a DZZD, lets two or more persons combine activities for one economic objective without incorporating a new company. That flexibility is useful for a defined project, professional collaboration, construction consortium, or joint bid. It also makes the agreement unusually important: the DZZD is not a separate legal person that automatically contains the partners' authority, ownership, and liability.

This guide provides general information as at 1 August 2026. It is not legal, tax, accounting, employment, public-procurement, banking, or cross-border advice for a particular partnership or project.

A DZZD at a Glance

The Partnership Is a Contract, Not a Company

Article 357 of the current official Obligations and Contracts Act defines a civil partnership as an agreement by which two or more persons unite their activities to achieve a common economic objective. Unlike an OOD, a DZZD does not become a legal person. It has no registered capital or company organs, and registration in BULSTAT does not turn it into a company.

The OCA does not impose a universal constitutive written form for every civil partnership. In practice, however, a signed written agreement is essential: BULSTAT registration requires the partnership agreement, banks and customers need evidence of representation, and tax and accounting records need an agreed economic structure. A transaction involving real estate or another right subject to special form must also satisfy the law governing that asset.

External contracts should identify the partners, DZZD name and EIK, and the authorised signatory; a project name alone leaves uncertainty over who acquired a right or debt. Parties choosing a separate vehicle can compare an OOD limited-liability company.

Design the Agreement Before Registering

The statutory rules are short and largely default-based. A durable agreement should convert them into operating instructions. It should cover at least:

• scope and duration: the project, deliverables, milestones, and whether the term is fixed or indefinite
• contributions and funding: cash, equipment, work, know-how, valuation, budgets, cash calls, bank mandates, and the consequence of non-funding
• decisions: reserved matters, voting, written resolutions, deadlock escalation, and records
• management and signatures: who handles daily work, who may bind which partners, whether signatures are joint or separate, and monetary limits
• economics and assets: profit and loss shares, invoicing, costs, tax reserves, distributions, ownership, IP, data, and final settlement
• risk: insurance, indemnities, partner defaults, regulatory responsibility, audit access, and records
• membership and exit: admission, transfer, withdrawal, death or incapacity, change of control of a corporate partner, valuation, and continuation
• endgame: completion, early termination, unfinished contracts, employees, receivables, liabilities, disputes, governing law, and forum

An agreement cannot exclude a partner from both the benefit and burden of the venture. Article 361 makes a clause excluding a partner from participation in profits or losses invalid. The partners can nevertheless agree unequal shares and allocate specific commercial risks, subject to mandatory law and third-party rights.

Contributions and Project Assets Belong to the Partners

The absence of legal personality changes the ownership analysis. Under Articles 358 and 359 OCA, contributed money, fungible items, and property consumed through use become co-owned by the partners. Other contributed things are ordinarily made available for common use, unless the agreement provides otherwise. Assets acquired for the partnership are also held in co-ownership.

The DZZD does not own an asset in its own right. For valuable equipment, software, or real estate, specify whether ownership is contributed, only use is granted, or a licence applies; identify shares and the exit mechanism.

The default shares are equal. A partner cannot demand its share of the common property while remaining in the venture; settlement normally follows departure or termination. Keep a contribution schedule and asset register.

Decisions, Representation, and Liability

Unless the agreement says otherwise, decisions require unanimity and every partner has one vote. Each partner may manage the common affairs, but another partner can object before an act is completed; the partners then decide the disagreement. Those defaults can work for a small, equal venture and paralyse a larger project.

Separate internal management from external authority. Give the representative a written mandate or power of attorney, set joint-signature thresholds, and align the authority shown to counterparties with internal limits.

Liability is often described too simply. The DZZD has no separate pool of limited-liability capital that shields its partners. Rights and obligations from external contracts arise for the partners represented in the transaction. But solidary liability is not automatic for every civil obligation: it must follow from law or agreement. Article 304 of the current Commercial Act presumes solidarity where persons jointly assume an obligation in a commercial transaction, unless the transaction indicates otherwise. The contract, authority, partner status, and nature of the obligation therefore need review.

A corporate partner's exposure does not automatically pierce through to its shareholders. Guarantees, torts, taxes, and regulated activities may follow different rules, so do not promise “several liability only” without review.

Register the DZZD in BULSTAT Within Seven Days

The current BULSTAT Register Act expressly covers unincorporated OCA partnerships. Initial registration is due within seven days after the registration obligation arises, normally formation. Changes to registered circumstances must also be declared within seven days.

A practical filing set includes:

1. the current application generated for the relevant Article 3 category
2. the signed partnership agreement and any separate decision establishing representation not already contained in it
3. identification and status information for the partners and representative
4. the statutory declaration of truth and evidence of the filing fee
5. an express power of attorney where an authorised filer submits the case
6. beneficial-owner information and supporting control documents where required

The representative or an authorised filer may submit electronically or on paper through Registry Agency offices at the district courts. The Agency's BULSTAT filing guidance explains authority and document certification. An officer normally decides by the end of the next working day; defects may be cured within five working days.

The published Registry Agency fee tariff still expresses the initial and change fee for this category as BGN 10. At the fixed conversion rate, that is EUR 5.11. Because Bulgaria has used the euro since 1 January 2026, confirm the euro amount displayed by the live portal at payment.

For a foreign legal-entity partner, prepare current evidence of existence and representation, with legalisation or Apostille where applicable and a Bulgarian translation. Treatment depends on the issuing country and instrument.

Beneficial Owners and the NRA Record

The Measures Against Money Laundering Act requires Bulgarian legal persons and other legal formations to keep accurate, current beneficial-owner information. Article 63 places the relevant public data in the Commercial Register, non-profit register, or BULSTAT. A separate declaration is not required where the qualifying natural persons are already registered as partners or owners in the manner covered by the statutory exemption; foreign entities and opaque ownership chains often require additional documents. If no Bulgaria-resident natural-person legal representative appears, a resident contact person may also be required. Naming only the immediate corporate partners may not be enough.

The Registry Agency transmits registration information electronically to the National Revenue Agency (NRA), so a separate ordinary application merely to create the basic tax record is generally unnecessary. That does not complete VAT registration, payroll and insurance steps, fiscal-device registration, or a sector-specific licence. Confirm the tax profile before the first invoice.

Tax, VAT, and Accounting Are Separate

For corporate-tax purposes, an unincorporated partnership is treated as a taxable person. The NRA's corporate-tax guidance lists these partnerships and states the 10% corporate tax rate. The annual CITA return and tax are generally due by 30 June of the following year. A distribution to an individual partner falls within the dividend rules and is generally subject to 5% final tax; corporate and foreign partners require a separate exemption, withholding and treaty analysis.

VAT uses its own tests. From 1 January 2026, the Article 96 domestic threshold is annual domestic turnover exceeding EUR 51,130, with an application generally due within seven days after the threshold is exceeded. Voluntary registration and special rules for intra-EU acquisitions, cross-border services, and non-established persons can apply earlier. Check the current NRA VAT-registration guidance before the first cross-border supply.

The current Accountancy Act expressly treats civil partnerships as “enterprises.” A DZZD keeps separate double-entry accounts, uses its EIK on documents, prepares annual statements, and applies audit criteria. It does not publish in the Commercial Register. This residual category generally publishes by 30 September through an economic publication or freely accessible website under Article 38; no-activity rules use their special channel.

Bank Accounts, Contracts, and Employees

A bank will usually request the agreement, BULSTAT record, representative and signature decision, partner documents, ownership chart, beneficial-owner evidence, activity explanation, and source-of-funds material. The operating account can use the DZZD name and EIK, but it does not make the DZZD the civil-law owner of the funds. Our business bank account guide explains Bulgarian onboarding and provider checks in more detail.

A DZZD can also hire employees. The Labour Code definition of employer includes an organisationally separate formation that hires staff. The representative signs under the partnership authority, while payroll, insurance, employment-register, health-and-safety, and termination duties apply in the ordinary way. Personal work by an individual partner may create self-insurance questions depending on the person's status and arrangement.

Customer and supplier documents should consistently show the DZZD name, EIK, partners where legally relevant, representative capacity, VAT number if any, bank details, and notice address. Regulated activity may require the appropriate licence to be held by one or more eligible partners; BULSTAT registration itself is not regulatory authorisation.

Foreign Partners, Consortia, and Public Tenders

Foreign individuals and companies can participate, but their capacity and signing authority must be proved. Allocate translations, local representation, tax evidence, payments, withholding, sanctions, and permanent-establishment risk; Bulgarian DZZD tax does not settle each partner's home-country position.

A consortium is not automatically a different limited-liability vehicle. Articles 275–276 of the Commercial Act describe it as a contractual grouping of merchants for a specified activity and apply the civil-partnership rules or the rules of the company form in which it is organised. Many contractual consortia therefore operate as a DZZD; an incorporated consortium follows its chosen company form.

For public procurement, Article 19 of Directive 2014/24/EU allows groups, including temporary associations, to participate without being forced into a specific legal form merely to submit a tender. Legal form may be required after award only where necessary for performance. Bulgarian procedure, the tender conditions, selection criteria, reliance on partner capacity, and liability wording still require project-specific review. See the focused DZZD public-procurement guide rather than treating general BULSTAT registration as tender compliance.

Changes, Exit, and Termination

A participation interest cannot be transferred without all other partners' consent. Admission of a new partner should likewise be documented through a unanimously accepted amendment, unless a carefully designed mechanism operates within mandatory law. Update representation, beneficial-owner, and other BULSTAT circumstances within seven days and inform the bank, accountant, customers, employees, insurers, and licensing authority as relevant.

The statutory termination triggers include achieving or losing the possibility of the objective, expiry, death or incapacity of a partner unless continuation was agreed, good-faith notice at a suitable time for an indefinite partnership, and a court decision for good reason in a fixed-term case. A continuation clause, valuation method, handover process, and treatment of live contracts are therefore not boilerplate.

Termination is not a corporate liquidation. The partners must complete or novate contracts, collect receivables, settle creditors and employees, allocate co-owned assets, close tax and VAT positions, prepare final accounts, preserve records, close the bank account, and apply for BULSTAT deletion. The focused DZZD termination guide covers that sequence.

Claims must be framed against the proper parties for the underlying right; the EIK does not answer procedural standing in every civil dispute. Preserve the agreement, mandates, decisions, accounts, correspondence, and asset register.

Lion Consult can structure the DZZD agreement, prepare the BULSTAT and beneficial- owner filing, coordinate tax and accounting onboarding, and review project contracts, authority, liability, and exit terms. Discuss your joint venture with our team.

A DZZD's consequences depend on its partners, agreement, authority documents, transactions, tax profile, and sector. Obtain tailored Bulgarian legal and tax advice before signing, admitting or removing a partner, bidding, distributing profit, or terminating the venture.

Frequently Asked Questions

What is a DZZD in Bulgaria?

A DZZD is a contractual civil partnership under Articles 357–364 of the Obligations and Contracts Act. Two or more persons unite activities for a common economic objective, but the arrangement does not become a separate legal person.

Must a Bulgarian DZZD agreement be in writing?

The Obligations and Contracts Act does not impose one universal constitutive written form for every civil partnership. A signed written agreement is nevertheless operationally essential because BULSTAT requires it and banks, counterparties, accountants, and authorities need evidence of contributions, decisions, and representation. Special-form asset transactions retain their own requirements.

When and where is a DZZD registered?

Initial registration in the Registry Agency's BULSTAT Register is normally due within seven days of formation, and registered changes are also generally due within seven days. Filing may be electronic or on paper through the Registry Agency's territorial offices.

What is the official BULSTAT fee for a DZZD in 2026?

The published tariff still states the legacy amount BGN 10 for initial registration and a change. At the fixed conversion rate this is EUR 5.11. Because Bulgaria adopted the euro on 1 January 2026, confirm the amount displayed by the live filing portal when paying.

Are DZZD partners jointly and personally liable?

The DZZD has no separate limited-liability shield, so external rights and obligations arise for the partners represented in the transaction. Solidarity is not automatic for every civil debt, but law or contract may impose it; Article 304 of the Commercial Act presumes solidarity where persons jointly assume a commercial obligation unless the transaction indicates otherwise.

How is a DZZD taxed and accounted for?

A DZZD is treated as a corporate-taxable person and generally pays 10% corporate tax. It keeps separate double-entry accounts and prepares annual financial statements. VAT registration depends on the applicable ground; the 2026 domestic threshold is annual domestic turnover exceeding EUR 51,130, subject to special and voluntary grounds.

Can a DZZD open a bank account and employ staff?

Yes. Banks commonly onboard the DZZD using its agreement, BULSTAT EIK, representation decisions, partner and beneficial-owner documents, and business evidence. The Labour Code's employer definition includes an organisationally separate formation that independently hires, so payroll, insurance, employment-register, and health-and-safety duties can apply.