The long anticipated changes to the Commercial Register Act are finally here. The changes concerning company liquidation of non-re-registered companies in Bulgaria are in force as from its promulgation in Stage Gazette, issue 99,2012.

What was the liquidation situation by now

Before the amendments there was no clear idea how the liquidation process for non-re-registered companies can start. I want to note that I’m talking about the liquidation process only for companies, which failed to register under the new Commercial Register. The deadline was end of 2011. All failed companies are now in a pending position and can neither trade,  dispose real estate properties nor they be closed. In short, the companies were non active because the parliament had not adopted any rules for the liquidation. There was only a framework of the process but no real applicable liquidation process rules.

By mid December there was still no procedure. The old Act regulation, had been assigning obligation to the register courts to scan all company files and send the scanned files to the Commercial Register. Courts in Bulgaria, however are not that organised and tech savvy (I’m referring to both court administration and judges).

The new liquidation process rules

The liquidation process can be initiated by applying in the Registry Agency. The persons/entities who can apply are company directors, shareholders, heirs of a shareholders, creditors of a shareholder, government or local authorities etc. In any case entities/persons who are interested in the liquidation process can initiate it. The Registry Agency will request the paper company file from the court, so the applicant doesn’t need to make this request personally from court.

This was the missing regulation for initiating the liquidation of non-re-registered companies. Now the Agency need to prepare the application forms and liquidation can start effectively. The rest of the process will follow the regulations of the Trade Act and will have no additional complications.

Note: There are still no application forms! The Agency will most probably provide them early next year.

If you have failed to re-register you company by end of 2011 and you don’t want to lose your property and end up with outstanding debt to the Bulgarian government, call us or email us now. We are Bulgarian solicitors, specialising in company liquidations and will help you solve the matter with your company liquidation.

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