Pursuant to amendments in the Bulgarian Commercial Register and the Register of Non-Profit Legal Entities Act, all non-profit legal entities (“NPLEs”) are obliged to re-register in the electronic Commercial Register with the Registry Agency. NPLEs can apply for re-registration beginning from 1 January 2018 and the registration deadline is 31 December 2020. Currently, NPLEs are registered in the registers of their respective district courts.
The re-registration procedure is free and requires the following documents:
- the standard re-registration application form;
- a certificate of good standing of the NPLE, issued after 1 January 2018 by the respective district court (The court shall issue the certificate within three days of receiving a request and will immediately send it to the Registry Agency. There is no fee for the first certificate of good standing.); and
- the NPLE’s up-to-date articles of association (certified by the court or by the legal representative).
Re-registration in the electronic register can also be done by: an act of the court or another state body; an act of a private enforcement agent; or of an application by an interested party. In these cases, the Registry Agency will request the necessary documents from the respective district court ex officio.
After an NPLE files its re-registration application, the respective district court must immediately provide the Registry Agency with access to the NPLE’s entire company file so that the Registry Agency can create an electronic file.
Simultaneously with the re-registration procedure, the NPLE may apply for registration of new circumstances, except for transformation. The applicable state fee for the registration of new circumstances will be required.
Upon re-registration the NPLE will be de-registered from the BULSTAT Register and registered with the Commercial Register, where their BULSTAT number will be transformed into unified identification code.
All of the above applies also to branches of foreign NPLEs.
Registration in the electronic Commercial Register are numerous and include:
- Reduced court workload due to discharge of cases with low legal complexity.
- Reduced administrative burden for NPLEs due to the faster registration procedure, lower state fees and the opportunity for electronic filing of documents.
- Access to up-to-date information on the NPLE due to requirements that, after re-registration, NPLEs must apply for registration of all new circumstances within seven days.
- Increased transparency of NPLEs activities due to the obligation to publish financial and activity reports.