30-10-2026
Commercial Register - Faster Registration of Official Acts and Easier Euro Capital Conversion
Recent legislative amendments prioritize the registration of court and other official acts in the Commercial Register and also ease the requirements for publishing updated company documents following the conversion of capital into euro

On 6 October 2026, Issue No. 92 of the State Gazette published the Act amending the Commercial Register and Register of Non-Profit Legal Entities Act. The amendments are intended to limit delays in registration procedures and reduce the administrative burden on businesses in connection with the introduction of the euro.

 

 

The first significant change relates to cases where a court order or a document from another state authority is received ex officio in a trader’s file, on the basis of which an entry must be made – for example, a court decision to open insolvency proceedings.

 

 

Until now, before such a registration could be made, all previously submitted and yet unprocessed applications relating to the same trader’s file had to be reviewed first. Under the amendment, this rule remains in place, but an exception is introduced for applications for the publication of annual financial statements and declarations of inactivity.

 

 

For example, if an application for the publication of annual financial statements was filed prior to the court decision and has not yet been reviewed, the decision could be registered without waiting for the annual financial statements application to be processed.

 

 

The amendment is intended to ensure that acts of state authorities, insofar as they are of priority importance, can be dealt with as expeditiously as possible.

 

 

Another significant change, leading to simplifications in the revaluation of capital, is the amendments to Article 32, paragraph 4 and 5 of the Law on the Introduction of the Euro in the Republic of Bulgaria (‘LIERB’). As we noted in the previous issue of the Legal Digest, the deadline for bringing company documents into line with the requirements of LIERB was extended to 36 months from the introduction of the euro. The subsequent amendment to LIERB, which came into force on 6 October 2026, specifies that the updated Articles of Association must be submitted for publication with the first subsequent application for which the Commercial Act requires the submission of such a document.

 

 

For example, if a limited liability company applies to change its registered office and business address, the application must be accompanied by the Articles of Association reflecting both the new registered office and the revalued amounts of the capital and the shareholders’ shares, even if the 36-month period has not yet expired.

 

 

The amendments aim to prioritise the order of registrations and to streamline the work of the Registry Agency. It remains to be seen to what extent this will help to normalise the operations of the Commercial Register, which is currently experiencing significant delays.

 

 

This article has been prepared for and is part of the Legal Digest issued by Penkov, Markov & Partners. The publications therein do not constitute legal advice and are not binding. Penkov, Markov & Partners reserves all rights to this material, and any distribution thereof is subject to the prior written consent of the law firm.

 

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