With the amendments to the Regulations for the Implementation of the Investment Promotion Act (“RIPA”) that came into force on July 22, 2025, the so-called screening of foreign direct investments has effectively begun in Bulgaria. Our team is actively monitoring developments in this area, whereas initial specifics of this new regime were analysed in previous editions.

The amendments adopted in RIPA mainly concern the procedure and mechanics of applying for a permit to make a foreign direct investment. Foreign investors must submit an application for such permit before the Bulgarian Investment Agency, either electronically or on paper, in Bulgarian with an English translation.

The application shall be accompanied by relevant documents, including: i) the foreign investor's memorandum of association, valid as of the date of submission of the application; ii) documents containing information on the structure and ownership of the investor and the enterprise in which the direct foreign investment is planned to be made; iii) documents containing information on the ultimate investor and its participation in the applicant's capital, including data on the size and type of shareholding; iv) documents containing data on the approximate value of the direct foreign investment and the date on which it is planned to be made; v) documents containing data on the financing of the foreign direct investment and its source; vi) description of the management and organizational structure, vii) documents concerning the target enterprise, etc.

The submitted application, together with the accompanying documents, is registered by the Bulgarian Investment Agency. Subsequently, the so-called Interdepartmental Council decides on (i) allowing the investment to be made without a comprehensive check or, alternatively, (ii) on conducting a comprehensive check. In cases where a comprehensive check is deemed necessary, the final decision is made after it has been carried out, and the entire process must be completed within the statutory 45-day period.

A particularly important aspect of the current situation is that, although the necessary regulatory framework has already been adopted and entered into force, the Interdepartmental Council has not yet been formed as a collective body. It comprises members from a total of more than 15 ministries, state agencies, and commissions. This means that, in practice, the persons concerned must currently submit the necessary documentation for the issuance of a direct foreign investment permit, but the decision on the file will be posed after the formation of the body.

We would like to remind that screening prior to the implementation of the investment intention is subject to certain criteria and thresholds. These criteria are related to certain areas of activity of the foreign investor, the size of the investment (a general threshold of EUR 2 million), and its origin (a specific country, including financing from a state authority of a third country). Further assessment is done on whether a particular foreign direct investment is likely to affect security or public order, taking into account the potential impact of the investment on, for example:

(a) critical infrastructure, including energy, transport, water, health, communications, media, data processing or storage, aviation, defence, electoral or financial infrastructure, sensitive facilities, as well as land and real estate that are critical to the use of such infrastructure;

b) critical technologies and dual-use items, including artificial intelligence, robotics, semiconductors, cybersecurity, aerospace and defence technologies, energy storage technologies, quantum and nuclear technologies, as well as nanotechnologies and biotechnologies;

c) the supply of critical resources, including energy or raw materials, as well as food security;

d) access to sensitive information, including personal data, or the ability to control such information; or

e) media freedom and pluralism.

The new regime is essential for foreign investments made in the country when they meet the screening criteria, and it remains to be seen how the new requirements will be applied in practice in Bulgaria.