What is OOD (ООД) — Limited Liability Company?
An OOD (Ограничена отговорност дружество) is a Bulgarian limited liability company with two or more shareholders. Minimum share capital BGN 2 (€1). Owners are not personally liable for company debts beyond their share capital. Most common entity type for SMEs in Bulgaria.
Current Rate (Calendar year)
10% Corporate Income Tax
Example
Two co-founders incorporate Acme OOD with BGN 100 share capital each, register with the Trade Register, and start trading. Annual financial statements filed with the Trade Register by 30 September following year-end.
How OOD (ООД) — Limited Liability Company works in Bulgaria
The OOD is Bulgaria's standard limited liability company structure — equivalent to a UK Ltd, German GmbH, or Irish Ltd. With a minimum share capital of just BGN 2 (approximately EUR 1), it is one of the cheapest to form in the EU.
**Formation**
1. Draft and notarise the Articles of Association (Учредителен акт) 2. Open a temporary bank account and deposit the share capital 3. Register with the BRRA (Агенция по вписванията) via the online portal (brra.bg) or a notary 4. Obtain BULSTAT/UIC number — the company's primary identifier for NRA and other authorities 5. Apply for NRA registration and obtain company tax number 6. Register for VAT when turnover approaches BGN 100,000
Registration fee at BRRA: BGN 110 (online) or BGN 220 (paper). Formation to registration: typically 3-7 business days.
**Management structure**
An OOD is governed by: - General Meeting of shareholders (all major decisions: profit distribution, amending articles, appointing managers) - Manager(s) (Управител) — can be one or more natural persons; can be non-Bulgarian; handles day-to-day management and signs on behalf of the company
The manager is personally liable for company tax and social insurance debts in certain circumstances (similar to UK director duty of care).
**Minimum compliance obligations**
- Annual CT return: 31 March following year-end - Annual financial statements: filed with BRRA by 30 September - Monthly VAT returns: by 14th of following month (once VAT-registered) - Monthly social insurance forms: Form 1 and Form 6 - UBO register update within 7 days of any ownership change
**Why founders choose Bulgaria**
Bulgaria combines the EU's lowest corporate tax rate (10%), a flat 10% personal income tax, 5% dividend withholding, near-zero share capital requirement, EU market access, and lower living costs than Western Europe. A founder distributing all profit pays approximately 14.5% total tax (10% CT + 5% on remainder as dividend). Common choice for digital entrepreneurs, remote workers, and location-independent businesses.
Related terms
An EOOD (Еднолично ограничена отговорност дружество) is a single-shareholder Bulgarian limited liability company. Minimum share capital BGN 2. Used by solo founders. The 'Е' (E) prefix denotes 'едно' (single). Same tax and compliance regime as OOD.
An AD (Акционерно дружество) is a Bulgarian joint-stock company. Minimum share capital BGN 50,000 (€25,565). Used for larger businesses, those wishing to issue shares publicly, or those with multiple investors requiring share-class flexibility. Equivalent to a UK PLC or Irish PLC.
The Bulgarian Trade Register is the public registry of companies and traders, maintained by the Registry Agency (BRRA). All Bulgarian companies must register, file annual financial statements, and update beneficial ownership information.
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