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Company with no business activity: reporting and filing obligations

MountainLife

Hi all 鈥 I鈥檓 a foreign citizen living in Bulgaria who set up a Bulgarian company so I could buy and own a house. I鈥檓 trying to understand, at a big-picture level, what company reporting and filing obligations I (as company owner/director) must meet 鈥 one鈥憈ime and recurring 鈥 and which government bodies I need to deal with.

The company has been dormant, with no business activity.


To properly structure my questions:

(1) reporting/filings that needed to be done at the end of the first year;

(2) reporting/filings that needed to be done at the end of each consequent year;

(3) ways to check whether there might be any outstanding reporting or filing obligations to each of the government agencies that require such reporting or filing;

(4) annual deadlines for reporting/filings.


I鈥檇 appreciate any practical advice, links, or pointers.

See also

Traveling to BulgariaLawyers in BulgariaImmigration lawyers in Bulgaria
SimCityAT

Hi all 鈥 I鈥檓 a foreign citizen living in Bulgaria who set up a Bulgarian company so I could buy and own a house. I鈥檓 trying to understand, at a big-picture level, what company reporting and filing obligations I (as company owner/director) must meet 鈥 one鈥憈ime and recurring 鈥 and which government bodies I need to deal with.
The company has been dormant, with no business activity.
To properly structure my questions:
(1) reporting/filings that needed to be done at the end of the first year;
(2) reporting/filings that needed to be done at the end of each consequent year;
(3) ways to check whether there might be any outstanding reporting or filing obligations to each of the government agencies that require such reporting or filing;
(4) annual deadlines for reporting/filings.

I鈥檇 appreciate any practical advice, links, or pointers. - @MountainLife

What nationality are you? Are you French, as your profile says?


If you are, you could have skipped forming a company, as EU citizens have the same rights as Bulgarians and don't need to create one.

MountainLife

@SimCityAT

Thank you for the comment. No, I am a non-EU citizen.

MountainLife

According to what I know, the three agencies that a dormant company needs to deal with are:


袧袗袩 鈥 National Revenue Agency (NAP) 鈥 Bulgarian: 袧邪褑懈芯薪邪谢薪邪 邪谐械薪褑懈褟 蟹邪 锌褉懈褏芯写懈褌械

袧小袠 鈥 National Statistical Institute (NSI) 鈥 Bulgarian: 袧邪褑懈芯薪邪谢械薪 褋褌邪褌懈褋褌懈褔械褋泻懈 懈薪褋褌懈褌褍褌

袗谐械薪褑懈褟褌邪 锌芯 胁锌懈褋胁邪薪懈褟褌邪 鈥 Registry Agency 鈥 (full Bulgarian name: 袗谐械薪褑懈褟 锌芯 胁锌懈褋胁邪薪懈褟褌邪)


Would that be correct?

gwynj

@MountainLife


It has been simplified for "dormant"/inactive companies. My understanding was that a one-time declaration of this was fine, but perhaps that's partially correct, and an annual submission is required by a different agency.


These links should be helpful:

SimCityAT

@SimCityAT
Thank you for the comment. No, I am a non-EU citizen. - @MountainLife

But if you are a citizen of R茅union Island. then you are a citizen of France. If that is wrong, could you change your profile then?

janemulberry

I was told by the agent who set up my company for me that there was no need to file any further paperwork as long as the company stayed inactive. Hope she was right!


The articles Gwyn linked to suggest there are further obligations, and I don't doubt that. But I suspect for a company formed solely to buy a property with no other activity ever the risk of getting fined for not reporting would be very low. If the company was formerly active then became inactive or dormant, that would definitely need to be reported.

Jules999

I second what Jane says .

seanskey

@gwynj

That's what I was told, form the company and buy the land, then leave dormant, I would double check anyway

MountainLife

@gwynj

Thank you Gwynj. Trifinov's webpage provided really helpful info.

MountainLife

@SimCityAT

聽 I arrived to Bulgaria from Reunion Island, but I am not a French national. Hopefully I don't have to make any changes.

MountainLife

@janemulberry

Thank you for your thoughts Jane.

I did some additional research, and here is what AI said regarding reporting and filing obligations:

**

"Here's the most up-to-date information (as of January 2026) on tax returns and reporting obligations for dormant (inactive / no-activity) companies in Bulgaria.


Current Rules for Dormant Companies (2025鈥2026)


A dormant company is one that had zero revenue, zero expenses, zero transactions, no salaries, no sales/purchases, no assets acquired/disposed, etc., in the previous calendar year.


1. Corporate Income Tax Return (Form 100 / Art. 92 of the Corporate Income Tax Act)

Companies with no activity during the entire previous year are exempt from submitting the annual corporate income tax return to the National Revenue Agency (袧袗袩).

This exemption has been in force since the 2018 amendments and remains valid in 2025 and 2026.

No need to file Form 100 by 31 March (or June 30).


2. Annual Financial Statements & Publication in the Commercial Register

Normally due by 30 September of the following year.

If you file the Declaration of No Activity (袛械泻谢邪褉邪褑懈褟 蟹邪 谢懈锌褋邪 薪邪 写械泄薪芯褋褌), the company is fully exempt from preparing and publishing annual financial statements (balance sheet, profit & loss account, notes, etc.).


3. Declaration of No Activity 鈥 Commercial Register (Art. 38, para. 9 of the Accountancy Act)

This is a one-time declaration, filed only in the first year the company becomes inactive.

Once filed, it applies to all subsequent years of continued inactivity (no need to refile every year).

Deadline (for companies inactive in 2024): 30 June 2025.

Deadline (for companies inactive in 2025): expected 30 June 2026.

How to file:

Application G3 + text declaration

Electronically (with qualified electronic signature) via the Registry Agency portal 鈥 recommended

Or on paper at any Registry Agency office

Signed by the manager (or lawyer with simple power of attorney)

No state fee.

Effect: Exempts the company from publishing financial statements indefinitely while inactive.


4. NSI Declaration (Appendix No. 11 鈥 Enterprises without activity)

Annual declaration to the National Statistical Institute (袧小袠) confirming no activity.

Deadline for 2025 (reporting on 2024): 1 March 鈥 30 June 2025.

Can be submitted:

Online with QES

Via email to the relevant territorial statistical office

Post

In person


5. VAT Obligations

If the company is VAT-registered: You must continue filing monthly zero VAT returns (袛械泻谢邪褉邪褑懈褟 锌芯 袛袛小) + purchase/sales ledgers (by the 14th of the following month) indefinitely.

Recommendation: Voluntarily deregister from VAT (application to 袧袗袩) if you do not expect taxable supplies in the future 鈥 this removes the ongoing burden.


6. Social Security & Payroll Declarations

No employees 鈫 no declarations required.

Any employees (even on unpaid leave or maternity leave) 鈫 monthly declarations to 袧袗袩 and NOI are still required.


7. Penalties for Non-Compliance

Failure to file the Commercial Register Declaration on time 鈫 obligation to publish full financial statements + fines starting at 500鈥2,000 BGN (and possible higher penalties for repeated violations).

Late or missing NSI declaration 鈫 fines from several hundred to a few thousand BGN.

Continuing to file zero VAT returns late 鈫 penalties apply."

SimCityAT

@SimCityAT I arrived to Bulgaria from Reunion Island, but I am not a French national. Hopefully I don't have to make any changes. - @MountainLife

Its only if you are a R茅union Island national, so then you are automatically a French citizen. Its just that it saves confusion if you dont have the right nationality on your profile, that's all. I only just want to be clear, as it will save you a heap of paperwork, and only what a lot of people here can dream of. (Being an EU citizen)


What nationality are you then?

SimCityAT

*Note*


R茅union Island is a French overseas department and region (DROM), making it an integral part of France, not just a territory, with French laws applying directly and its residents being full French citizens. Located in the Indian Ocean, it functions like a regular French region, using the Euro and electing representatives to the French Parliament, despite being geographically distant.


  1. Status: An Overseas Department and Region (DROM) of France.
  2. Location: In the Indian Ocean, east of Madagascar.
  3. Governance: Governed under Article 73 of the French Constitution, meaning French laws apply.
  4. Citizenship: R茅union residents are full French citizens.
  5. EU Status: It is part of the European Union and the Eurozone.

MountainLife

@SimCityAT

I am a US citizen.

SimCityAT

@MountainLife

Ahh ok, thank you for the clarification. What part of the states, I've only visited a couple. Opposite sorry go8ng off topic,

MountainLife

@SimCityAT

Responded via PM.

Bhavna

@MountainLife

Hello,


Trust you are doing well !


Following the information you provided, I updated your nationality on the website so that there's no confusion.


Should you want to add Reunion Island as a country you have lived in, feel free to add it in your profile under "Expat Experience" or here : My Expat Journey : /en/profile/392988 鈥 nlife.html


Sorry for the off-topic

All the very best

Bhavna

MountainLife

Thank you, I do appreciate this.