Fast-track liquidation promises a shorter exit for a narrow class of genuinely inactive Bulgarian companies. Its central benefit is a three-month creditor barrier instead of the standard six months, combined with electronic checks between the Commercial Register, the National Revenue Agency (NRA), and the National Social Security Institute (NSSI). It is not a right to delete any dormant company in three months.

There is also an important operational qualification. The implementing regulation says the new filing rules take effect when the required systems are ready and, in any event, no later than 30 June 2026. As at 1 August 2026, however, no activation order is readily identifiable on the official Ministry or Registry pages, and the public B6 portal help still shows the generic liquidation workflow. Before owners adopt a fast-track resolution, they should obtain current confirmation that field 501a and the NRA/NSSI exchange are accepting live cases. Until then, standard liquidation is the dependable filing route.

This guide provides general information as at 1 August 2026. It is not legal, tax, accounting, employment, insolvency, or Registry advice for a particular company or filing.

Fast-Track Liquidation at a Glance

The Six Conditions Are Cumulative

The current Commercial Act requires both a voluntary termination decision and a decision to use the special procedure. Every one of the following conditions must be true:

1. Activity: the company has never carried on activity, or stopped more than 12 months ago.
2. Employees: it has never employed workers or employees, or all employment relationships ended more than 12 months ago.
3. VAT: it has never been VAT-registered, or its VAT registration ended more than 12 months ago.
4. Public debts: it owes nothing outstanding to the state or a municipality.
5. Revenue proceedings: no unfinished procedure involving the NRA is determining tax or compulsory social-insurance liabilities.
6. Claims and enforcement: the company is not a defendant in court, a debtor in enforcement or payment-order proceedings, and is not subject to enforcement under the Special Pledges Act or the Financial Collateral and Close-out Netting Act.

“More than 12 months” is stricter than reaching the anniversary. Test the history against the intended filing date, not an approximate year-end. A no-activity declaration is useful evidence but does not replace a transaction review. Bank movements, invoices, contracts, tax filings, insured persons, VAT records, local tax accounts, court cases, payment orders, security enforcement, and bailiff files should all be reconciled.

Condition six is especially easy to miss. An old supplier claim that has become a payment-order case, or enforcement against a pledged asset, disqualifies the special route even if the company has no sales and no staff. Conversely, Article 274a refers to the company as defendant or debtor; a receivable pursued by the company still has to be collected or otherwise resolved during the liquidation, but it is not the listed circumstance by itself. Case-specific facts can alter the analysis.

Check Operational Availability Before the Owners Vote

The 2025 amendment to Registry Regulation No. 1 created B6 field 501a, the supporting declaration and the one-stop NSSI filing. Its final provision tied most changes to technical readiness and required publication of a Justice Minister order, while also stating a latest date of 30 June 2026.

That formal date does not prove that a particular electronic submission will pass through all three systems without a refusal. Before signing, check the current B6 form, obtain Registry confirmation on the exchange, and preserve the response in the file. If the service is not confirmed, do not submit a fast-track declaration as a workaround. Use standard company liquidation, which begins with the ordinary Article 77 NRA certificate and retains the six-month creditor period.

This verification is not mere administration. Under the Commercial Register Act, the registration officer rules only after receiving the official NRA information available under Article 77b. The NRA has up to 30 days to return information it holds about conditions one to five. The electronic exchange replaces the applicant's advance Article 77 certificate; it does not remove tax scrutiny.

Decision, Liquidator, and Initial B6 Package

An EOOD's sole owner records a written termination and fast-track decision. An OOD's general meeting must satisfy the Commercial Act, its company agreement, and the applicable dissolution majority—at least three quarters of the capital unless a higher threshold applies. For partnerships, the unlimited-liability partners' consent rules require separate attention. The resolution should appoint the liquidator, determine representation and remuneration, and set a realistic liquidation term.

The manager is the statutory default liquidator unless the articles or owner decision appoint someone else. A new liquidator supplies notarised consent and a signature specimen. A clean initial package normally includes:

• the termination and express fast-track resolutions, with attendance, majority, and authority evidence
• B6 with field 501a selected, the liquidation term, and liquidator details
• the liquidator's consent and signature document, plus powers of attorney where relevant
• the liquidator's Article 274a(3) declaration covering all six conditions and the applicant's statutory truth declaration
• the signed Article 5(10) Social Security Code application for transmission to NSSI
• any entity-specific, foreign-owner, translation, legalisation, or prior-filing documents

Under Regulation No. 1, the NSSI application is submitted through the Registry, which forwards it electronically. NSSI's official archive service states that, where the employer has fulfilled its obligations, the certificate is issued within 30 days after registration of the fast liquidation and sent electronically to the employer and Registry. Historical payroll and employment records may still require inspection or delivery; “no current employees” is not the same as “no archive obligations.”

The current Registry fee tariff sets the base change fee at EUR 7.67 online or EUR 15.34 on paper. Announcing the creditor invitation with G1 is EUR 10.23 online or EUR 20.45 on paper. Later changes and the entity-specific final deletion filing generally attract their own fees; the portal calculates the actual total.

The Three-Month Rule Protects Creditors

Once the liquidation is registered, the liquidator announces the creditor invitation in the Commercial Register and separately gives written notice to every known creditor. Preserve the creditor list and delivery evidence. The three-month period starts on the announcement date, not the owners' resolution, B6 submission, or liquidation registration date.

No assets may be distributed to owners before that period expires. Expiry alone is not permission to pay them. The ordinary liquidation protections still apply: creditors must be paid, amounts for known non-claiming creditors deposited in a bank, and disputed claims adequately secured. Tax, archive, professional, and final-filing costs also need reserves. A qualifying creditor may ask the district court to prohibit deletion under Article 273(3).

During the period, the liquidator prepares the opening balance and report, identifies and realises assets, collects receivables, closes contracts and accounts, and completes only transactions necessary for the wind-down. A company with a forgotten asset, guarantee, related-party balance, or customer dispute may satisfy the look-back tests but still take longer than three months to close properly.

Tax, Accounts, and Employment Duties Still Finish Normally

Fast-track eligibility means employment and VAT status should already be historic, not closed immediately before filing. It does not forgive missing payroll corrections, tax returns, municipal liabilities, accounting records, or annual publications. The company remains a taxpayer until deletion and the NRA's corporate-tax guidance requires the return for the final tax period within 30 days after deletion.

If liquidation crosses a year-end, the liquidator completes annual closing and presents the required statements and activity report. Applicable acts must still be announced in the Commercial Register. See our annual financial statements guide for the recurring publication cycle.

Payments or in-kind transfers to owners need their own tax and title analysis. Liquidation shares can create individual or cross-border tax consequences, while asset transfers may trigger VAT adjustments, local tax, registration, or valuation requirements. The special route changes procedure and timing; it is not a tax exemption.

Refusal and False-Declaration Risk

The Article 274a declaration is substantive. A bank payment showing recent activity, a municipal balance, an open NRA control file, a recently ended employment relationship, or a case in which the company is defendant can support a refusal. Because NRA's electronic response covers information it holds on conditions one to five, applicants should not assume the exchange conclusively checks every court and enforcement record in condition six.

A knowingly inaccurate statutory declaration can expose the signatory and liquidator to refusal, civil liability, and potential criminal consequences under generally applicable false-declaration rules. Registration would not convert an ineligible case into a lawful fast-track liquidation. Stop, correct the record, and choose the proper procedure rather than forcing the three-month timetable.

If one condition fails but the company is solvent, use standard liquidation. If the company cannot pay due debts or is over-indebted, liquidation is not an escape from the insolvency regime; review our company insolvency guide promptly. Opening insolvency proceedings suspends or supersedes the voluntary wind-down under the Commercial Act.

Final Deletion Is Not Automatic on Day 90

After the creditor barrier, the liquidator must complete the work, pay or protect claims, obtain the necessary NSSI archive result, distribute only the lawful residue, and prepare the closing balance, explanatory report, and final report. The owners approve the final accounts and release, and the liquidator then files the entity-specific deletion application—for example A4 for an OOD or EOOD—with the required evidence.

The NRA's initial 30-day information exchange, the NSSI process, creditor claims, bank closure, asset transfers, tax reconciliation, accounting approval, foreign documents, Registry instructions, and refusals can all extend the calendar. The right description is therefore a shorter minimum distribution barrier for a strictly eligible company, not guaranteed deletion within three months.

Lion Consult can audit the six conditions, confirm the live Registry route, prepare the corporate and B6 package, coordinate creditor notices, NRA/NSSI and accounting work, and complete the final deletion filing. Discuss the safest exit plan with our team.

Fast-track liquidation is a fact-sensitive corporate, tax, accounting, and creditor process. Obtain Bulgarian professional advice and current operational confirmation before adopting resolutions, signing declarations, distributing assets, or applying for deletion.

Frequently Asked Questions

Is fast-track company liquidation operational in Bulgaria in 2026?

Article 274a and the implementing B6 form framework exist, and Regulation No. 1 stated a latest technical date of 30 June 2026. As at 1 August 2026, however, no activation order is readily identifiable on the official Ministry or Registry pages and the public B6 help remains generic. Confirm that field 501a and the NRA/NSSI exchange accept live cases before relying on the route; otherwise use standard liquidation.

What conditions must a company meet for fast-track liquidation?

All six Article 274a tests must be met: no activity or cessation more than 12 months ago; no employees or termination more than 12 months ago; no VAT registration or deregistration more than 12 months ago; no state or municipal debts; no pending NRA tax or social-insurance assessment procedure; and no listed court, payment-order, enforcement, pledge, financial-collateral, or close-out-netting enforcement against the company.

Does fast-track liquidation delete a Bulgarian company in three months?

No. Three months is only the earliest point at which assets may be distributed after the creditor invitation is announced. NRA and NSSI exchanges, creditor claims, taxes, accounts, archives, asset transfers, bank closure, and Registry review can make the process longer.

Is an Article 77 NRA certificate required for fast-track liquidation?

Under the special one-stop design, the applicant files the Article 274a declaration instead of obtaining the advance Article 77 certificate. The Registry sends an Article 77b notice electronically and the NRA has up to 30 days to return the information it holds on conditions one to five. Standard liquidation still uses the advance Article 77 certificate.

Which documents accompany the initial fast-track B6 application?

The package normally includes the termination and express fast-track resolutions, B6 with field 501a, liquidation term and liquidator details, the liquidator's notarised consent and signature specimen, the Article 274a(3) declaration, the applicant's truth declaration, and the signed Social Security Code Article 5(10) application for NSSI, plus authority and foreign-document evidence where applicable.

Can a recently VAT-deregistered company or a company that just dismissed its employees use the fast route?

No. Where VAT registration or employment existed, it must have ended more than 12 months before the relevant filing. Reaching approximately one year is not enough, and all other conditions must still be met.

What happens if the company has a public debt, lawsuit, or enforcement case?

The company is ineligible for Article 274a while a listed disqualifying circumstance exists. A solvent company should normally use standard liquidation; a company that cannot pay due debts or is over-indebted requires an insolvency analysis, not an accelerated voluntary liquidation.