Company Formation by Power of Attorney in Bulgaria

We coordinate incorporation through a representative, assess the documents required from abroad and clarify any steps requiring personal involvement.

🕔
Published
11.21.2025

An ARG client needed to manage company documents and deadlines shared across several people. ARG checked the company’s current registry position, identified the changes required and coordinated the relevant documents so the connected tasks were easier to understand and manage.

That experience reflects the practical challenge behind remote company formation. Creating a Bulgarian EOOD or OOD without travelling is not simply a matter of signing one form. The filing route, power of attorney, notarised management documents and A4 application must all fit together. This service helps non-resident founders approach that process in a controlled and workable way.

ARG can help when you need to

  • Review proposed company details and identity documents before preparing the remote formation package
  • Confirm whether an attorney or non-lawyer proxy should file the application on your behalf
  • Coordinate the A4 form, truthfulness declaration and manager’s notarised consent and specimen signature
  • Check a refused filing, its authorisation documents and attachments before the next submission

At a glance

(001)
A settled company structure

Approve the owners, shares, manager, name and Bulgarian address before signatures. Foreign corporate founders need current existence, authority and participation evidence.

(002)
A legally matched applicant and mandate

Distinguish the legal applicant from a delivery proxy. The authority and declarations must cover the actual route and each authorised formation task.

(003)
Accepted signatures and foreign documents

Arrange the manager’s own consent/specimen and other required signatures. Confirm certification, authentication and translation before the overseas appointment.

(004)
Capital evidence and banking arrangements

Meet the current euro capital/payment rules and obtain deposit evidence. Check separately how the operating bank will identify people and activate account access.

How can you form a Bulgarian company while remaining abroad?

Remote company formation by power of attorney in Bulgaria means that the incorporation package for a Bulgarian limited liability company can be prepared and filed without the founders traveling to Bulgaria, so long as the filing is made by a person the Registry Agency accepts for that purpose and the supporting documents are in the required form. The official filing system is the Commercial Register and the Register of Non-Profit Legal Entities, and for an LLC the key incorporation form is A4, which the Registry Agency describes as the most important document in the package. Registry Agency guidance and company registration guidance

In practical terms, this service is relevant when you want to create a Bulgarian company but do not want to organize a personal visit for signing and submission. It is not a shortcut around the filing rules. It is a way to use the lawful remote route that Bulgarian registration practice already allows, while keeping the filing tied to the correct applicant status, the proper authorization document, and the required notarized corporate papers.

What ARG does within this scope

ARG coordinates the decisions, signatures, capital evidence and registry application around where each person is located. Start with the founder’s identity, chosen EOOD or OOD ownership, manager, name and Bulgarian management address. Then identify which documents require the person’s own signature, which actions can be authorised and who is legally entitled to apply. This creates a practical signing schedule before notary appointments, translations and courier arrangements are booked.

A useful way to think about the service is this.

  • You define the company structure and management setup.
  • ARG confirms who can lawfully file the documents remotely.
  • The incorporation papers are prepared in the form the Registry Agency expects.
  • The package is then filed through the permitted route.

If the client is a non-resident founder, the key decision is not whether company formation is possible. It is whether the filing can be carried out through an attorney or another authorised person without creating a defect in the package. That is exactly where remote formation by power of attorney becomes commercially useful, because it separates the founder’s physical presence from the legal act of filing.

When this service is the right fit

It is the right fit when your goal is company formation without travel, especially for a Bulgarian EOOD or OOD structure, and you need someone to coordinate the filing mechanics under the Registry Agency’s current rules. It is also the right fit when the file has to be assembled across several people or locations, because the remote route still requires clean document control, correct authorisation, and consistency between the founding documents and the registration form.

The practical consequence is straightforward. If the filing route is chosen correctly, the company can be set up without the founder appearing in person. If the route is chosen badly, the Registry Agency may refuse the application because the applicant status, power of attorney, signatures, or attachments do not match the formal requirements.

The legal frame in one sentence

Under the Registry Agency’s current guidance, incorporation documents for a company are filed in the official register system through persons the law and the Agency allow, and an LLC application is made with form A4 and the attached incorporation set. Who may file documents

Who can file the Bulgarian incorporation application on my behalf?

Article 15 of the Registry Act distinguishes the legal applicant from a person authorised to deliver an application. An expressly authorised lawyer can act through the statutory applicant route. A different proxy delivering the papers under Article 15(2)(2) does not thereby acquire every applicant power. The written authority, applicant’s signature and accompanying declarations must match the selected route. A power of attorney for one task, such as depositing capital, should not be treated as authority for all formation and banking actions.

The statutory term “procurist” describes a commercial representative with a particular legal status; it does not mean a prosecutor. For formation, choose the applicant allowed by the relevant corporate and registry rules. Under Article 15(6), where the application is not submitted personally by the applicant in the specified categories, the applicant’s signature must be notarised. Article 13(5) separately addresses the delivery proxy’s declaration. These requirements should be distinguished from whether the power of attorney for another substantive transaction itself needs notarisation.

Why the distinction matters

For a founder who is not traveling, the issue is not just who holds the paper. It is whether that paper matches the status of the person who will act before the Registry Agency. If the filing is handled by an attorney, the authority document follows the attorney route. If the filing is handled by a proxy who is not an attorney, the Agency looks for the notarised proxy form it requires for that kind of representation.

This is more than a formal preference. It determines how the remote filing is legally framed and whether the applicant can lawfully submit the A4 package on the founder’s behalf. The Agency’s published material on the Register BULSTAT rules is useful here because it confirms the same institutional distinction between an attorney with express power of attorney and a proxy with express notarised power of attorney. That is not the company formation rule itself, but it shows the Agency’s formal approach to representation.

What this means for your setup

If you are using ARG, the first question is which route fits the case.

  • Identify the legal applicant and the person submitting the file.
  • Specify each authorised act and prepare the relevant written authority.
  • Arrange any required notarisation of the applicant’s signature and the manager’s own consent/specimen.
  • Check the electronic application and scanned notarised documents under the selected filing route.

For a corporate founder abroad, the authority chain starts before the Bulgarian power of attorney. Obtain the parent’s current existence and representation evidence and its competent decision to form the subsidiary. If the parent requires two signatures, the documents must reflect that rule. A director extract may establish who can sign without proving who owns the parent; keep these purposes separate when preparing the later UBO and bank file.

The filing succeeds or fails first on authority, not on the business idea.

So the practical answer is that remote Bulgarian company formation is possible, but the person submitting the package must fit the Registry Agency’s authorised filing categories, and the power of attorney must be the one that matches that category.

Record the approved final version before anyone signs. If a name, address, manager or capital amount changes during preparation, circulate the corrected complete set and identify which signatures must be obtained again.

Let’s discuss your plans for Bulgaria

Tell us where you live, how your business works and what you want to change. We will help you identify the questions to resolve and the next steps to consider.

Which signatures and foreign documents must be arranged before submission?

What still has to be notarised in a remote filing

Even when the whole setup is handled remotely, some incorporation documents still need formal notarisation because the Registry Agency does not treat a remote filing as a lighter filing. It still expects the application file to prove who is acting, what they are declaring, and who will manage the company. For an LLC or EOOD, the most important notarised item is the manager’s consent to accept the management role together with the specimen signature. The official company-registration guidance says both must be notarised and signed by the manager. Registry Agency guidance

The rest of the package is also formal in its own way. The Registry Agency requires the A4 incorporation form for an LLC, and it treats that form as the central filing document in the package. It also requires a declaration of truthfulness of the stated circumstances, signed by the applicant, as a standard attachment. So remote filing does not mean fewer formal documents. It means the documents are prepared and submitted without the founder having to appear in person, while the formal evidentiary structure remains intact.

What the Agency expects as evidence

Article 13(6) of the Registry Act governs originals and certified copies, while Article 17(5) provides for electronic images where notarised documents are required. Prepare legible, complete scans with all pages and certifications. The electronic application signature does not remove the underlying notarisation requirement. Keep the originals and the signed version that was actually filed, including the power of attorney, so later requests can be answered from the same document set.

In practice, ARG would check three things before filing.

  • Whether the A4 set is complete and internally consistent.
  • Whether the manager’s consent and specimen signature are in the notarised form the Agency expects.
  • Whether each attachment is being filed in the correct documentary form, meaning original, notarised copy, or certified copy as applicable.

That is where remote formation often succeeds or fails. The company can be fully planned from abroad, but the filing still depends on the quality of the evidence package. If one attachment is unsigned, not notarised when it should be, or not presented in the correct form, the Registry Agency can refuse the filing on a formal ground even if the business plan is sound.

What this means for a foreign founder

The country where a document is signed affects its route into the Bulgarian file. Before the appointment, confirm the document’s purpose, competent certifying authority, any applicable treaty exemption, apostille or legalisation, and Bulgarian translation. An apostille authenticates the relevant public signature or seal; it does not correct deficient corporate powers or a wrongly drafted consent. Send the proposed form for review before signing and obtain a complete scan before dispatching the original.

A useful practical check is this. If the document will be relied on by the Registry Agency to prove authority, management appointment or the truth of the stated facts, assume the form matters as much as the content. Remote work does not relax that rule. It just lets ARG coordinate the formalities without travel.

Why this is the point where clients should prepare early

The most efficient preparation is to gather the proposed company details, the management structure, and the identity documents before signing anything. That lets ARG confirm what must be notarised, what can be certified, and what should be filed in the A4 package. It also reduces the risk that a founder signs the wrong version of a document and then has to repeat the notarisation abroad.

In a remote filing, the cleanest file is the one where the notarised documents and the A4 form tell exactly the same story.

How do the Bulgarian capital requirements affect remote company formation?

The minimum capital rule and when the 70 percent payment becomes relevant

The remote route uses the same current capital rules as a local formation. Since 1 January 2026, Article 117 of the Commercial Act sets ordinary LLC minimum capital at €1 and the minimum share at €0.01. Under Article 119, capital above the statutory minimum requires at least 70 percent paid before registration, while meeting that minimum. The constitution states any remainder’s payment terms within Article 115’s two-year maximum. Agree the exact total and allocations before the documents are signed.

That distinction matters because the rule is not about the service fee and not about a general promise to fund the company later. It is a registration condition tied to the amount of subscribed capital selected in the incorporation documents. If you choose the minimum capital, the BGN 2 rule is the relevant one. If you choose a higher capital, the prepayment condition becomes part of the filing readiness check.

What the rule means in a remote formation

For remote company formation, capital is one of the first points ARG would test because it affects the drafting of the incorporation file and the practical path to registration. A low-capital structure can be easier to prepare because it keeps the filing focused on the formal registration documents. A higher-capital structure introduces an extra proof point before submission, namely whether the required share of capital has been paid in.

This is important for non-resident founders because the payment step has to fit the remote workflow. If the company is intended to start with more than the minimum capital, ARG has to make sure the file shows that the prepayment rule is satisfied before the application goes in. If that is not shown, the filing may be defective even if the company name, manager and address are otherwise in order.

How to decide which capital level to use

The commercial question is not only what is legally permitted. It is what capital level matches the way you plan to operate the company. A founder using a Bulgarian company for a small initial setup may prefer the minimum capital because it keeps the registration path simple. A founder who wants a more substantial starting capital may decide that the higher number better fits the business, but then the prepayment condition becomes part of the incorporation work.

In practice, ARG would help you decide this before the file is signed, because changing the capital after the paperwork is prepared can create avoidable delays. The capital choice must be consistent across the articles or founding documents, the A4 application, and any payment evidence relied on for registration.

A simple rule of thumb

  • Ordinary OOD/EOOD minimum capital is €1; shares start at €0.01.
  • If agreed capital exceeds the minimum, satisfy the 70-percent initial payment rule and the statutory minimum.
  • Record any unpaid balance and its permitted payment schedule in the founding document.
  • Arrange capital-deposit evidence separately from later operating-account access.

For a remote founder, that means the capital decision should be made together with the authorisation documents and the notarised manager papers. If those elements are planned together, the filing is more likely to move cleanly through the Registry Agency. If they are planned separately, the file often becomes internally inconsistent, and that is the kind of defect that slows remote formation most.

What should I check if the Bulgarian Registry Agency refuses the filing?

What to check first if the Registry Agency refuses the filing

If the Registry Agency refuses the filing, the first thing to check is not the business idea. It is the A4 package itself. The practical review should start with whether the application data, the authorisation, the signatures, the notarisation and the attachments all match each other and match the company facts you intended to register. The official rules make clear that the A4 form is central, the applicant must be properly authorised, and the supporting documents must be in the accepted documentary form. Who may file documents and company-registration guidance

A refusal must be read against its actual grounds. A defect may concern applicant authority, corporate decisions, signature form, capital evidence or consistency between the application and attachments. Missing documents or fees can be addressed through the statutory instructions procedure where it applies; substantive defects may require corrected corporate action. Do not treat every issue as a problem that a new scan or the same resubmitted form can solve. Preserve the refusal and its service date.

The fastest way to triage a refusal

A practical post-refusal check should run in this order.

  • Confirm that the applicant was legally allowed to file the A4 package.
  • Confirm that the power of attorney matches the status of the person who submitted it.
  • Confirm that the manager’s notarised consent and specimen signature were included and correctly signed.
  • Confirm that the declaration of truthfulness was present and signed by the applicant.
  • Confirm that any document filed as an original, notarised copy, or certified copy was in the right form.

That is the useful starting point because it separates a filing defect from a company-formation issue. Many clients assume a refusal means the whole project is flawed. In practice, it often means one of the formal building blocks did not line up. Remote formation is especially sensitive to that problem because several people may prepare the file from different places, and a small mismatch can show up only when the Registry Agency reviews the package.

What ARG would do next

ARG coordinates the response with the relevant legal partners and document signers. Article 25 of the Registry Act provides seven days from service to appeal a refusal through the Agency to the competent district court. Article 26 allows a new application and reference to eligible documents from the refused file, with a new required truthfulness declaration. Decide between correction and appeal from the reasons given, then organise any new signatures before the selected deadline.

That is why the next client step is simple and practical. Send the proposed company details, the intended manager details and the documents already prepared, and the file can be checked against the Registry Agency’s formal requirements before the next submission. The value of that review is not abstract. It is that a remote founder avoids repeating the same procedural error twice.

What can still require your participation after incorporation?

Capital-deposit arrangements and operating-bank onboarding are distinct. A bank may need its own identification, interview, funding evidence or authority document even if the Commercial Register application was completed remotely. Ask about the banking route before planning the first trading payment. A power to establish the company does not automatically include authority to operate its account, sign every contract or make later ownership changes.

After entry, check the EIK, owners, manager, address and representation. Keep the complete signed file, arrange bookkeeping and official correspondence, and assess beneficial-owner disclosure and tax registrations according to the business. If a formation power is no longer needed, address its revocation and notifications through the appropriate route; removal of the paper from your own records does not communicate revocation to the representative or institutions. Agree the scope of any continuing mandate expressly.

Continue exploring

More in this category

Compare the related procedures in this category, including their requirements and the stage at which you need them.

Corporate & Company Law
View category
Average rating
4.3700
/ 5
Total votes
200

Was this page helpful?

Rate the information you have just read.

Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.

Questions and answers

01 / 06

Does remote formation mean I sign nothing personally?

No. The route coordinates signatures from abroad and permits appropriate representation; it does not remove every personal signature requirement. In particular, the manager’s consent and specimen under Article 141(3) must be properly executed. Agree a document-by-document schedule stating who signs, the required form and where certification takes place before arranging appointments.

Can any person with a power of attorney submit the application?

Article 15 of the Registry Act distinguishes an authorised lawyer acting through the applicant route from another proxy delivering an application. Applicant status, delivery authority, notarisation of the applicant’s signature and declarations are separate questions. Confirm the intended route and mandate before signing. A bank or capital-deposit authority does not automatically authorise the registry filing.

What happens to documents signed outside Bulgaria?

Check the country, type and intended use before execution. The route may involve a treaty exemption, apostille or legalisation and Bulgarian translation. Authentication concerns the relevant public signature or seal; it does not repair an incorrect corporate decision or missing power. Obtain a complete scan for review and preserve the original corresponding to the filed version.

Can remote registration also complete my company bank account?

The bank performs its own identification and due diligence. A capital deposit used for formation is separate from an operating account and payment access. Confirm the bank’s remote or personal identification route, interviews and powers in advance. After registration, provide the EIK and current corporate file, then complete the bank’s requested steps before relying on the account for trading.