A Bulgarian EOOD is the standard limited-liability company for a business with one owner. It can work well for a solo founder, a family business held by one person, or a Bulgarian subsidiary owned by another company. The EOOD is a legal entity separate from its owner and comes into existence when it is entered in Bulgaria's Commercial Register.

The filing is compact, but the decisions behind it are not. The founder must choose the name, address, activities, capital, and manager; prepare a coherent incorporation act; deposit the capital; and file the correct A4 application. Banking, accounting, tax, VAT, and licensing then continue after registration.

Bulgarian company law, filing practice, fees, and tax rules can change. This guide is general information as at 1 August 2026, not legal, tax, or accounting advice for a particular founder or business.

Registering an EOOD in Bulgaria at a Glance

When Is an EOOD the Right Structure?

An EOOD is designed for one owner. That owner can be a Bulgarian or foreign individual, or a Bulgarian or foreign legal entity. It is commonly used by:

• consultants and independent professionals who want a separate company
• e-commerce, software, and service businesses with one founder
• investors holding a single-purpose operating or asset company
• foreign groups establishing a wholly owned Bulgarian subsidiary
• founders who may add a co-owner later by converting the company into an OOD

The structure is less suitable when two people are intended to own the business from the beginning. Informal promises to share an EOOD do not give the other person statutory shareholder rights. In that case, an OOD or another form should be designed properly before incorporation. Compare the ownership and governance consequences in our guide to EOOD, OOD, and DPK in Bulgaria.

Limited liability is also not absolute. The company answers for its own debts, but an owner or manager can still be exposed through a personal guarantee, unlawful distributions, tax or insolvency breaches, tortious conduct, or other specific grounds. The EOOD should have its own contracts, records, accounts, and decision-making trail rather than being treated as the owner's personal wallet.

Owner, Manager, and Capital

The sole owner exercises the powers that an owners' meeting would exercise in an OOD. Important decisions should be recorded in writing, including the appointment of the manager, changes to the incorporation act, capital changes, profit distributions, and disposal of material assets where the law or the act requires a decision.

The owner may manage and represent the EOOD personally or appoint someone else as manager. Ownership and management are different roles: the owner controls the company through owner decisions, while the registered manager represents it toward third parties and organizes its operations. The manager's authority and representation arrangement must match the A4 filing and incorporation documents.

Since Bulgaria adopted the euro on 1 January 2026, a new EOOD's capital is stated in euro. Article 117 of the Commerce Act sets a minimum company capital of EUR 1, with a share no smaller than one euro cent. The Ministry of Justice's official euro and company-law guidance confirms these figures.

EUR 1 is a legal minimum, not a business budget or a signal of solvency. The founder should separately plan enough working capital for rent, suppliers, payroll, tax, professional support, and the period before customer receipts arrive.

Documents Required to Register an EOOD

A straightforward cash-capital incorporation will normally require:

• an incorporation act stating the name, seat, management address, activities, capital, ownership, management, and other governing rules
• the sole owner's incorporation decisions, including appointment of a manager where required
• the manager's notarised consent and specimen signature
• the manager's declaration concerning the statutory disqualifications under Article 141(8) of the Commerce Act
• evidence from the bank that the cash capital has been deposited
• the A4 application and the declarations required from the applicant under the Commercial Register legislation
• a copy of the incorporation act with non-required personal data removed for public disclosure
• a power of attorney and related representative documents where someone is authorised to assist or file

A foreign corporate owner also commonly provides current evidence of its existence and representatives, plus a valid corporate decision to establish the Bulgarian subsidiary. Documents issued abroad may need an apostille or other legalisation and a certified Bulgarian translation. Non-cash contributions require a substantially different evidence and valuation process and should not be treated as a standard cash-capital filing.

The Registry Agency publishes optional electronic EOOD incorporation-act templates. They can be useful for a simple setup, but they are not mandatory and do not replace tailored drafting where ownership, financing, reserved decisions, manager controls, or succession require special treatment.

How to Register an EOOD Step by Step

1. Fix the Business Structure

Confirm the sole owner, manager, capital, activities, registered office, and management address. Check whether the planned activity needs a licence, registration, professional qualification, or minimum capital beyond the ordinary EOOD rules.

2. Check the Company Name

Search the public Bulgarian Commercial Register for conflicting names before documents are signed. Registration of a company name does not itself clear or register a trademark, domain, or trading brand.

3. Prepare the Incorporation Act and Decisions

Draft all documents from one agreed data sheet. The legal name, address, capital, manager, representation method, and owner details must be consistent across the act, decisions, bank evidence, declarations, and A4 application. Prepare the public copy with unnecessary personal data redacted separately.

4. Complete the Manager Formalities

The manager signs the required consent, specimen signature, and statutory declaration in the correct form. If documents are signed abroad, confirm in advance what notarisation, apostille or legalisation, translation, and original document handling will be accepted.

5. Deposit the Capital

Open a capital-raising account and deposit the subscribed euro capital. The bank issues evidence for the registry filing. Bank KYC is independent of the Registry Agency's legal review, so the bank may request information on the owner, source of funds, intended activity, customers, and expected transaction flows.

6. File Form A4

Submit A4 with its supporting documents and pay the state fee. The Registry Agency provides an A4 filing guide and a separate electronic filing walkthrough. Electronic filing requires an accepted authentication/signing method and a properly entitled applicant. A founder should not assume that merely emailing scans to the Registry Agency constitutes a valid filing.

7. Monitor the Application

The registration officer checks the file. If documents are missing or the fee has not been paid, instructions may be published no later than the next working day. The applicant can use form J1 to remedy the issue within the applicable three-working-day window. Monitor the application rather than waiting only for an email notification.

8. Confirm Registration and UIC

When approved, the EOOD receives a unique identification code, known as UIC or EIK. Verify the registered owner, manager, representation, address, capital, and published incorporation act immediately. The company can then complete operating-account, accounting, tax, employment, and licensing setup.

Remote Registration and Foreign Owners

Foreign ownership is generally permitted, and many steps can be coordinated without the owner travelling to Bulgaria. A genuinely remote setup still depends on the facts. Notarial form, apostille or legalisation, Bulgarian translations, delivery of originals, bank onboarding, and the filer's authority must all be planned together.

A foreign founder should allow additional time for:

• passport or foreign-register documentation
• proof of the foreign company's representatives and incorporation decision
• authentication and Bulgarian translation of foreign documents
• capital-account and post-registration bank KYC
• a reliable Bulgarian registered address
• analysis of beneficial-owner reporting and cross-border tax residence

Forming an EOOD does not by itself grant a visa, residence permit, right to work, or Bulgarian personal tax residence. Our dedicated guide to opening a Bulgarian company as a foreigner explains these cross-border issues without changing the core A4 process.

Registration Cost and Timing

The government's current administrative-service record for limited-liability companies lists an initial-registration fee of EUR 28.12 for electronic filing and EUR 56.24 for paper filing. It also states that complete initial registrations are performed by the end of the next working day.

That service period is not the complete project timeline. Name and structure decisions, document drafting, notarisation, bank onboarding, foreign-document authentication, translation, and responses to instructions happen outside or alongside registry review. A clean local file may be assembled quickly; a foreign corporate owner or regulated activity may require considerably longer.

Budget separately for bank, notary, courier, translation, legalisation, registered-address, accounting, and professional fees. The Registry Agency fee is only one component of the total setup cost.

What Must Be Done After Registration?

Registration creates the EOOD; it does not make the business operationally compliant. The new manager should promptly:

1. convert or replace the capital-raising account with an operating account as agreed with the bank
2. engage an accountant and establish invoice, expense, cash, and document controls from the first transaction
3. assess VAT before invoicing, including special rules for EU and cross-border services rather than looking only at the general turnover threshold
4. structure the manager's remuneration and social-insurance position
5. register employees and comply with payroll and labour obligations before work begins
6. obtain any sector licence, permit, or registration required for the stated activity
7. review beneficial-owner reporting and keep ownership and control data current
8. plan annual corporate-tax, statistical, and financial-statement obligations

Bulgarian companies generally pay 10% corporate income tax on taxable profit, but that headline rate does not answer VAT, payroll, withholding-tax, transfer-pricing, or cross-border questions. See our Bulgaria corporate tax guide for the wider tax framework.

Common EOOD Registration Mistakes

The most avoidable problems are inconsistent owner or manager details, an unavailable name, mismatched capital figures, missing bank evidence, incorrect notarial form, absent translations, and publishing an unredacted incorporation act. Other founders register a company successfully but only later discover that their activity needs authorisation or that VAT applied before the expected turnover threshold.

Before filing, confirm that:

• the owner, manager, name, address, activities, and capital are final
• every document uses the same spelling and figures
• the manager formalities are complete
• the capital evidence matches the incorporation act
• foreign documents are current, authenticated, and translated correctly
• the public copy removes personal data not required by law
• the applicant is entitled to file and the fee is paid correctly
• the application will be monitored for instructions
• accounting, banking, VAT, payroll, and licensing have an owner after approval

How Lion Consult Can Help

Lion Consult can coordinate the structure, incorporation act, owner and manager documents, foreign-document requirements, capital and filing sequence, and post-registration compliance handover. For broader context before choosing the form, read our complete Bulgarian company-registration guide.

Contact Lion Consult for an EOOD setup plan based on the owner, manager, activity, signing country, and intended operating model.

This article reflects general information available on 1 August 2026. Always confirm the current Commerce Act, Registry Agency requirements and fees, tax treatment, and sector-specific rules before relying on a filing strategy.

Frequently Asked Questions

What is an EOOD in Bulgaria?

An EOOD is a Bulgarian limited-liability company with exactly one owner. The owner may be an individual or a legal entity, and the company becomes a separate legal person when entered in the Commercial Register.

What is the minimum capital for an EOOD in 2026?

The statutory minimum is EUR 1, and a share may not be smaller than EUR 0.01. The founder should still provide enough working capital for the company's real operating needs.

How much is the official EOOD registration fee?

The Registry Agency's current initial-registration fee is EUR 28.12 for electronic filing or EUR 56.24 for paper filing. Bank, notary, translation, legalisation, and professional costs are separate.

Which application registers an EOOD?

Initial registration uses Registry Agency form A4, supported by the incorporation act, manager documents, capital evidence, statutory declarations, and any case-specific attachments.

How long does EOOD registration take?

The official service period for a complete initial filing is by the end of the next working day. Document preparation, bank onboarding, foreign-document authentication, translations, or correction instructions can extend the full setup.

Can a foreigner register an EOOD remotely?

Foreign individuals and companies can generally own an EOOD, and many steps may be coordinated remotely. The exact process depends on notarial form, apostille or legalisation, Bulgarian translations, bank KYC, originals, and the filer's authority.

Can the sole owner also be the manager?

Yes. The sole owner may manage and represent the EOOD personally or appoint another individual as manager; the chosen arrangement must be reflected consistently in the incorporation documents and register filing.