In accordance with the new requirements of the Foreign citizen act as well as the clariifcations of the law and the internal document of the Bulgarian Chamber of Commerce (BCC), which governs certificates to be issued, it is impossible to obtain a certificate from the BCC required to obtain D-visa or to obtain / extend a residence permit as from June 29, 2017, provided that certain documents have not been delivered to the BCC.
At present the Migration Police office would not accept any BBC certificates if not indicated that a check has been performed concerning authorizations. Even if accepted in some cases, you would be required to deliver an updated certificate. For application for a D-visa it is not yet required, but here soon they will not accept documents without a certificate marked for a company check completed.
Which documents are required to be delivered to BCC by the mother company?
1. Excerpt from the register (excerpt from the companies register )- it may have a different name in other countries , in general terms – it shall mean – an excerpt or a certificate of good standing. This document shall be translated and legalized in Bulgarian language. Depending on the document issuing country, there are different procedures (with or without an apostil). The main requirement for this document is that it shall contain the company name, registration number, the name of the director, company registration date, current company standing (active or not).
2. Evidence of the company’s active business: for a minimum period of two years prior to certificate issue date. One of the following documents can be provided in evidence (either/or):
2.1. Bank statement – acknowledgement of the company’s bank accounts and company solvency in reference to the bank, counterparties, absence of any negative information related to the company with the bank, etc. This document in international practice shall not contain financial details of the company and/or does not commit the bank in any way to assume any liability in relation to the client. In general, this would be a document that can provide indirect confirmation of the company’s reliability.
2.2. Copies of Balance Sheet and Profit & Loss Account for the previous calendar year, certified as “true to the original”, with the signature of the duly authorized representative /director / and stamp, with a notary validation. Only translation in Bulgarian is required.
2.3. Declaration as per the form of BCC (PDF / WORD), which shall contain details for the previous calendar year, of the activities and based on the main economic parameters and financial results, with the signature of the duly authorized representative /director / of the foreign entity and stamp, with a notary validation. Only translation in Bulgarian is required.
2.4. Declaration with a reference to public database (PDF / WORD), which shall contain the company’s Financial Statements in English with the signature of the duly authorized representative of the foreign entity and stamp, with a notary validation. Only translation in Bulgarian is required
3. Evidence of tax discipline: any of the following documents shall be delivered (either/or):
3.1. Certificate (statement) stating that the company owes no payment for taxes, issued by a state authority in the country of company registration. This document shall be translated in Bulgarian and legalized. Depending on the document issuing country, procedures will vary (with or without an apostil).
3.2. Declaration (PDF / WORD) with a reference to public database of the competent national authority (pursuant to the national law of the country of company registration), which shall contain the company tax report in English; with the signature of the duly authorized representative of the foreign entity and stamp, with a notary validation. This document shall be translated in Bulgarian and legalized. Depending on the document issuing country, procedures will vary (with or without an apostil).
4. Activity planned by the agent office, evidenced via the following documents (and/and):
4.1. Reasoning of the need to have a sales agent office, with the objectives and tasks of the existing agent office; with a notarized validation of the signature and the stamp affixed by the company’s duly authorized representative; only translation in Bulgarian is required.
4.2. Annual plan (for the current year and the year to follow) ref. achievement of goals and activities of the sales agent office, with reasoning of the need to achieve the plan based on the quantity parameters as stipulated in the register.; with the signature of the duly authorized representative of the foreign entity and stamp, with a notary validation. Only translation in Bulgarian is required. Further, a declaration has been attached to the clarifications, the meaning of which is still dubious. (PDF / WORD)
4.3. Rental agreement (in Bulgarian language or Bulgarian translation) for a minimum period of 1 year from the date of application for a certificate, or copies of the title deed for the property to be used as office for the sales agency. Such premises shall ensure normal working conditions for the sales agents of the foreign entity.
4.4. Data sheet as per the form supplied by BCC – (a document not needed in practice)
4.5. Document in evidence of registration fee payment as per the rates for BCC services (this point needs quite some time to be specified, however in my opinion, it is a fee payable to BCC, etc., I would logically think BCC getting paid for it.) – (a document not needed in practice).
“The company’s duly authorized representative” shall mean a director or another person authorized to act for and on behalf of the company, with no need to produce a letter of authorization (this shall mean, such person must be covered by the statutory documents)
How much time would I need to prepare the above documents?
In our opinion, approximately 30 days will suffice to ensure calm preparation of documents, considering the statutory time limits for issuing of these in the country of company registration, and translation and legalization, as well as all the related procedures.
How much will these documents cost??
In the range of EURO 400 to 600, excluding rental fee for an office suitable for the operations of the agent office. Here “floating” rates can be five times higher.
The value includes the excerpt from the register (a more detailed list.; also translation and legalization of the same.
Which parts of the task are “slippery” ”?
- Rental agreement – it is not clear if the Police would check the physical location of the agent office. In our opinion, they can, but only in rare cases.
- Number of representatives in the agent office – the more, the worse; one would have to reason attendance of anyone of those; and it is not clear if it would be acceptable for BCC or not … This is what we have discussed a long time ago, also discussed by normal registrars of agent offices. Not too many of those in Bulgaria.
Can these “zero”/non-functional companies continue to act as agent offices of temporary residents?
You can find the answer to these questions yourselves based on the following:
- There is no requirement concerning the average number of employees with the names of company employees to be specified.
- There is no requirement to deliver contracts of the mother company.
- Bank statements /references contain no financial details.
- A certificate of absence of a tax liabilities contains only information on the absence of debts. There are numerous alternatives in data representation (items where documents are generally delivered as per the pattern “either/or”).
Most naturally, if you as director of a non-functional company, shall decide to prepare a declaration with fictitious information regarding your company business / agent office , you shall bear in mind that there is a statement in the declaration saying that you acknowledge and commit yourself to assume criminal responsibility for any untrue presentation.
In cases where a company has been dissolved long ago, it shall be fairly clear now that any attempt will be useless.
Legal /registered address of an agent office – do we expect any issues?
In our opinion, there shall be no problem if anybody’s address has been shown and if you have no more contacts with such person. Requirements do not clearly specify if the registered address shall be the same as the one shown in the rental agreement. And even if so, an address change will not represent an problem.
- Living in Bulgaria will become more expensive, you would need to plan an annual increase of EURO 500 to 1000 to handle the certificate issue.
- Non-functional companies must become operational and carry on business. Activity will be checked in terms of figures.