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Without land

In Bulgaria foreigners and foreign companies can directly acquire buildings, premises within a building and limited property rights (e.g., a construction right, right of use), but not property on land.

With land

In Bulgaria foreigners and foreign companies can acquire any type of real estate, including land, by registering a Bulgarian company to act as acquirer. It is possible for such a company to be 100% owned by the foreign investor.
The types of commercial companies are exhaustively provided for in the Commerce Act and an investor may only choose among the list. In particular, the types of commercial companies are:

• general partnership (SD);
• limited partnership (KD);
• partnership limited by shares (KDA);
• limited liability company (OOD) or sole-owner limited liability company (EOOD);
• joint-stock company (AD) or sole-owner joint stock company (EAD).

In addition to the 5 types of commercial companies under the Commerce Act as enumerated above, other forms of business organisations recognised under Bulgarian law are:

• sole trader (ET);
• joint-venture (may be in the form of any type of commercial company under the Commerce Act);
• holding;
• branch;
• trade representative office;
• public company; and
• co-operative.

Under Bulgarian law, the sole trader is not a legal entity separate from its owner, who is fully liable to the creditors of the sole trader with all his/her personal assets. The general partnership is a legal entity separate from its owners, but the latter have unlimited liability and are exposed to the creditors of the company with all of their personal assets. The limited liability company and the joint stock company are legal entities separate from their shareholders, and the liability exposure is limited to the company’s assets, not extending to the assets owned by the shareholders. The shareholders may be held liable only to the amount of their contribution to the company’s capital. In the third place, the limited partnership and the partnership limited by shares comprise of general partners, to which unlimited liability applies, and limited partners, to which the separation of company’s and personal liability applies.

The regime for establishing a business organisation is one and the same for local and foreign investors and foreign investors do not have to register with any governmental authority prior to establishment of a company. There are no restrictions as to the percentage of foreign capital in a company.

Under Bulgarian law commercial companies are incorporated by way of registration into the commercial register with the respective district court according to the place where the company’s seat is to be located. The registration procedure takes normally one to two weeks following the date of filing of the required documents.

As a general rule, the subject matter of activity of a company is registered with the court, but a company may conduct all types of business activities not prohibited by law and as long as the company has acquired any licenses, permits or registrations, which may be required for a particular type of business activity under special laws and regulations. For example, such activities include inter alia banking, insurance, gambling, brokerage, hospital services, trade in medicines, production and trade in tobacco etc.
A branch is incorporated also by way of registration into the commercial register with the respective district court according to the place where its seat is to be located. A trade representative office is incorporated by way of registration into the commercial register with the BCCI.
Following registration in court or, in the BCCI respectively, commercial companies, as well as branches and trade representative offices, shall be registered with the National Statistics Institute, BULSTAT Register (within 3 days), the National Social Security Institute (within 7 days) and the local tax authorities (within 14 days).

Basic steps to purchase the real estate

1.To negotiate.

The purchase price is freely negotiable and may be stipulated and paid in BGN or in any other currency.

2.Verbal agreement for purchasing

3. Preliminary contract

4. Payment Structure
 

5. Notary deed.

The general rule under Bulgarian law is that transactions involving real estate (e.g. a purchase, exchange, etc.) should be executed by a notary deed performed before a registered notary in the region where the real estate is located. After execution of the deed the notary is obliged, by law, to register the transaction in the Real Estate Registry in order to make the ownership title of the acquirer defendable against third parties.
A notary deed is not required for the sale of state or municipal property or in privatization transactions where the simple written form is sufficient for a valid title transfer. There are also special rules and procedures governing the acquisition of real estate arising from enforcement, insolvency and similar procedures, and for in-kind contributions of real estate.