MiFID License in Bulgaria

Bulgaria has proven to be the perfect jurisdiction for incorporating and running FX companies. This is due to its attractive tax regime, their EU Member Status, its implementation of Markets in Financial Instruments Directive (MiFid), and a strong regulatory regime.

According to the Bulgarian legislation, only licensed and registered investment intermediaries can provide FX trading/investing services. This requires direct approval of the Financial Security Commission (FSC) in accordance with Markets in Financial Instruments Act. A few of these requirements are minimal capital investment as well as personal and professional guidelines in regards to the firm’s director.

Every FX brokerage firm licensed by the FSC falls under MiFID, the regulatory organizations for investment services across the 30 European Economic Area member-countries. As such, the ensuing license is valid across the EU, and allows FX brokerage firms to offer investment services, establish representative offices, and create fully-operational branches in any desired location within the European Union.

Minimum Capital Requirements

The follow initial capital requirements are configured for general investment intermediaries:

  1. € 50 000 – Limited Investment Services: reception and transmission of orders in relation to one or more financial instruments, intermediating the conclusion of transactions in relation to financial instruments, and the provision of investment advice to clients. The investment intermediary can not hold clients’ money or/and clients’ financial instruments.
  2. 125 000 – Moderate Investment Services: All of the previous abilities with the addition of executing orders on behalf of clients, portfolio management, and holding clients’ money or/and client’s financial instruments.
  3. € 750 000 – Full Scope of Investment Services: This includes the above-mentioned as well as dealing in financial instruments on a company’s own account and the operation of a multilateral trading facility.

Directors

A Bulgaria Licensed FX company must be managed and represented jointly by at least two persons meeting specific requirements. Some of them are:

  • Having the higher education and professional experience necessary for management of an investment intermediary, in accordance with the designator level of services and activities
  • Having no convictions for a premeditated offence at public law
  • Having no effective disqualification from occupying a position of property accountability

General Conditions to grant a license:

Some of the conditions are:

  • The Memorandum of the Company must have specific clauses regarding the nature of this business
  • The applicant company must fulfill the minimum capital requirements as set out above
  • The company has a physical office space in Bulgaria
  • The suitability of the shareholders. As with the directors, the shareholders pass a fit and proper test, especially a background check whereby FSC is satisfied that they have a clean criminal record as well as experience in the business

Application Procedure – General Outline:

  1. Registration of a firm and preparation of the full set of documents necessary to obtain the license
  2. Filling the license application before the FSC
  3. Examination of the application by the commission and issuing a decision
  4. Issuing a license

FSC Application Fees:

Depending on the case, there is an initial administrative cost for applying for a license, and the fees range from € 2150 to € 5100.

Do not hesitate to book an appointment with our professional consultants – send us an email.

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Changes in Bulgarian Commerce Act 2017

Significant changes in Bulgarian Commerce Act were adopted at the end of 2016, valid in the current year. We present below a summary of the most significant changes introduced with the present Act.

Validity form of certain documents is getting stricter

In addition to the current requirements for notary certified signatures on contracts for the transfer of commercial enterprise and contracts for the transfer of shares, a new requirement for additional notary authentication of the content of such contracts is introduced.

The same validity form will be required for the decisions of shareholders of limited liability companies for acceptance and exclusion of shareholders, increase and decrease of company’s capital, shares transfer to a new shareholder, appointment of company manager, acquisition and disposal of real estate and property rights thereto.

The requirement for such a form of validity will not be applicable if the respective Articles of Association/ Memorandum of incorporation explicitly provide simple written validity form for those decisions.

Amendments in the bankruptcy proceedings

Insolvent will be considered any trader that before filing an application for bankruptcy proceedings has not filed in the Commercial Register its annual financial statements for the last three years.

Stabilization proceedings of merchant/ company

The proceedings will apply to merchants/ companies which are not insolvent but are in a state of imminent danger of insolvency.

We advise our clients before undertaking any structural changes to their companies in Bulgaria to consult with us first.

Establish a FOREX company in Bulgaria

Global Consult Europe is a consulting agency specialized in international corporate law. We will provide you with all the necessary know-how on how to start your own Forex business. Thanks to our partners we can offer you a full range of services that include:

 

Licensing

After scheduling a consultation, we can recommend you the best regulatory solution depending on your budget and needs. Currently, we offer the following licenses.

 

Software & Liquidity

We can provide you with all-in-one brokerage solution consisting of a front end, server and back-end support. We can also offer you a low-cost forex broker start up solution. We give you a full guarantee that we will get your brokerage off the ground in no time flat.

 

Staff Recruitment

We work with several of the best Forex HRs in Bulgaria we can provide you with the best employees on the market as well as the fastest recruitment times. We will also offer:

  • Headhunting
  • Sales trainings
  • Team buildings
  • Development
  • Performance appraisals
  • Assessment
  • Reports
  • Talent management

If you want to start on a cheaper note we can help you with recruiting young people with no experience with base salaries as low as EUR 250; we will also assist you in training and developing their potential.

 

Office rental

We pride ourselves on working with all the real estate agents in Bulgaria. We can provide you with the lowest commissions and the fastest time for rental. We can help you start recruiting in your new office from the first day you arrive.

 

Legal support

Our experts will provide you with:

  • The best legal alternative to company creation and regulation to save time and money.
  • The most appropriate type of license, given the services you want to provide.
  • All necessary documentation delivered to your doorstep.
  • Legal representation. Don’t have the time? No problem let us do the heavy lifting.
  • Advise on the best legal form and capital, organization and management structure of your business.
  • Regulatory requirements
  • Preparation and execution of the complete set of documents necessary for incorporation of a company.
  • Preparation of a complete set of documents for receiving regulation

 

Accounting & Audit

We guarantee that you will receive the best accounting & audit services. We work with on partnership basis with accounting companies in Germany, Switzerland, US, UK, Australia and much more.

 

IT Support

We can provide you with full IT support for creating your company as well as maintaining it afterwards.

 

Call center solutions

We offer a full call center solution that includes the technology, cabling, software and set up. With prices starting from EUR 6 per computer. Monthly fees as low as EUR 3 per device. Contact us for the full price list.

 

Do not hesitate to book an appointment with our professional consultants – send us an email.

How to start a beauty salon in Bulgaria

How to open a beauty salon/ hair salon/ beauty parlor in a few easy steps?

  1. Company registration, by which you can do business in Bulgaria.
  2. Tax registration – voluntary under Art. 96 of VAT Act.
  3. Purchase and registration of cash register (fiscal device).
  4. Ensure a suitable object in which the activity will be performed – it can be hired (lease contract is required) or private property (title deed is required).
  5. The purpose of the property should be for business activity, in this context a change of status of the property may be indispensable.
  6. Certificate of commissioning.
  7. Observed requirements on fire safety of commercial property – a permit issued by General Directorate Fire Safety and Protection of Population.
  8. A notification for opening an object of public designation to the relevant regional health inspectorate and obtaining a certificate of registration after verification.
  9. Possession of master certificate and registration pursuant to Skilled Crafts Act.
  10. Preparation of internal rules and operation instructions.
  11. Registration of working time of stationery commercial site – it is done in the relevant municipality.

Our team of experts will advise you on choosing the most appropriate type of company, subsequent registrations and administrative procedures for obtaining the necessary permits and certificates.

Announcement of annual financial report

What is an annual financial report?

The annual report gathers full information about the financial position of the company. It includes statement for revenues and expenses, balance sheet, statement for share capital and cash flow statement

The financial report is drawn up for one financial year , coinciding with the calendar year – from January 1st to December 31st. E.g: If you have a company created on 01.12.2015, you need to submit a report on the activity carried out in 2015 – in this case only one month.

Who is obliged to announce the annual financial report?

All the traders according to the Bulgarian Commerce Act, this includes Limited Liability Companies (Ltd.), Limited Partnerships, General Partnerships, Joint Stock Companies.

Financial statements shall be prepared by accountants or accounting firms. However, there are certain companies whose reports are subject to independent financial audit by registered auditors. These reports are also prepared by accountants but it is necessary to be verified by registered auditor before their announcement in the Commercial register.

These specific companies are several types:

  • Joint Stock Companies and Partnerships limited by shares;
  • Companies that issue securities for public offering;
  • Credit institutions, insurance companies, investment companies;
  • Companies involved in social insurance and funds management;
  • Companies that shall draw up consolidated financial statements – parent company and its subsidiaries;
  • Non-profit organizations in public benefit with assets over 1 million BGN or business income over 2 million BGN;

Announcement of the annual financial statements has certain deadlines as follows:

  • For sole proprietors – until 31.05 ;
  • For Limited Liability Companies – until 30.06 ;
  • For all the rest legal entities – until 31.07 ;

The deadline must be followed for each year thereafter. If the financial statements has not been announced on time, the fine that may be imposed to the company is from 500 BGN to 3000 BGN. Upon repeated violation the amount оf the fine is double.

How to submit annual financial report for company in Bulgaria?

Refer to our team of professionals. We will prepare the report, accounting records, together with additional applications – protocol of general meeting of shareholders / decision of the sole shareholder for adoption of the report, declaration of the truthfulness of the circumstances stated.

New rules for registration of NGOs in BULSTAT Register

New rules for registration of non-profit organizations (NGOs) in BULSTAT Register came into force on 01.05.2016.

The register now functions as centralized electronic registry which implements registration and issuance of reports and certificates of recorded circumstances. Thus any foundation, association, trade union organization or community center will have its own electronic file, similar to the Commercial Register.

The representatives of NGOs will have the opportunity to use automated electronic services of BULSTAT Register – to submit electronic documents and make electronic references.

One of the most important advantages of electronisation of BULSTAT Register is that indication of BULSTAT code of NGO is sufficient to prove the registered circumstances towards the court, local and state authorities, organizations providing public services and banks. Furthermore, all BULSTAT cards issued until 01.05.2016 are now considered invalid document and NGOs are no longer obliged to identify with such card. This will save a lot of additional costs for reference documents, certificates, card, etc.

An application for registration of circumstances in the register can be submitted only by NGOs’ representative or authorized person with notarized power of attorney. An application should be submitted in 7-days (incl. non-working days) from the receipt of court decision for initial registration, re-registration or deletion of NGO.

Transport license in EU

Community license for international road haulage

Registration of transport company

How to get transport license in Bulgaria?

It is necessary to have a registered company (regardless of the legal form – LTD., JSC., etc.) and its scope of activity is specified for the carriage of goods against payment. Registration of company which carries out transport activity has its own peculiarities, therefore you can count on our qualified legal assistance in registration of transport company.

What documents are needed for Community license for international road haulage?

There are specific requirements for the head of the company’s activity:

Certificate of conviction of the person who manages the transport activity – should not be convicted or deprived of the right to exercise transport activity;

Certificate of professional competence, issued to the person who manages the transport activity – cannot manage more than two transport companies ;

Contract for the appointment of the person who manages the transport activity;

Regarding the company itself must be submitted:

Information for financial stability – it depends on how many vehicles will operate; For the first vehicle the company must have the equivalent in BGN of 9000 EUR and for each additional – the equivalent in BGN of 5000 EUR. Proof of financial stability can be achieved by deposition of the amount in the company’s capital, bank guarantee in Bulgarian bank or conclusion of insurance contract for a insured sum in the same amount.

Notification to the National Revenue Agency;

Declaration that the trader who applies for a license does not have an open procedure of bankruptcy;

Declaration of existence of own or leased garage area with exactly specified address in Bulgaria;

The license shall be issued within 30 days of submission of the documents.

The transport license is not unlimited, it is issued for a period of 5 years. Renewal is possible before the expiry date.

The transport company must comply with the requirements of the law not only when applying for a license but also during the entire period while exercising transportation. Companies which perform carriage of goods without required license shall be subject to large fines.

The requirements for obtaining a license should be carefully observed, therefore Global Consult Europe advises you to contact our team of professionals.