Closing Down a Company – Liquidation

1. You fill in the service details according to the request form below and pay the attorney’s fee. Currently, you can pay through bank transfer. If you wish, you can pay both the attorney’s fee and the state fee for the Commercial Register altogether.

2. We will contact you within one working day. At a convenient day and time for both parties, we will specify all the details and after that, we will start working on the service performance.

3. We will send you the documents we have prepared with detailed instructions. You can review and sign them (the liquidator’s signature should be notarized). If you have not transferred to us the state fee when sending the request form, you pay this fee to the bank account of the Commercial Register directly. Otherwise, we will not be allowed to submit the documents on your behalf.

4. You must then return all the documents to us. The easiest way to do that is by scanning the documents and sending them to us by email. You can also deliver them in person at the address of the law office or send them by courier at the same address.

5. You will receive a confirmation from us that the documents have been duly registered with the Commercial Register.
After the cash down of the company property and other liquidation activities, the documents must be prepared and submitted once again for the completion of the same liquidation procedure.

You can learn more about the conditions of the performance of our service in the “OUR COMMITMENT” section below.

• Legal advice on the liquidation procedure of a company – can be carried out in person at our office, by phone or video call as well;

• Preparation of necessary legal documents for the Commercial Register for all the stages of the liquidation (protocols, declarations, reports and statements of the liquidator, etc.), if necessary, the assistance of a notary as well;

• Review of the documents signed once we receive them back from you;

• Submission of the documents to the Commercial Register during all the stages of the liquidation and tracking of the applications until their final registration;

Our commitment does not include:

• Consultations on accounting issues and preparation of documents of non-legal character – such as accounting reports and balances created at the beginning and the end of the liquidation;
• Representation before the National Revenue Agency and the National Insurance Institute – documents for these institutions are submitted/received by the liquidator or another authorized person;
• Organization of the cash down of the company assets or collection of the company receivables – if you would like to assign us such a type of activity, additional remuneration to the attorney’s fee should be agreed upon;

Sending the request shall be deemed equivalent to entering into a contract for legal protection and assistance with the Law Firm “LegalMasters – Nedeva and Yordanova” and obliges us to provide you with the service that you have paid the attorney’s fees and have submitted all the necessary documents for.

What costs will there be besides the attorney’s fee?

When submitting the documents for liquidation electronically, you save 50% of the state fees of the Commercial Register. Thus, for the registration of the initiating liquidation documents, you pay 15 BGN instead of 30 BGN, and 20 BGN instead of 40 BGN accordingly when manifesting an invitation to the creditors, thus amounting to 35 BGN in total for the whole first stage.
Additionally, a notarial fee of 6 BGN is due for the assertation of the liquidator’s signature.
Subsequently, for the total completion of the liquidation procedure and the deletion of the company, an additional state fee of 15 BGN should be paid as well. Your total additional cost for fees will not probably exceed 60 BGN.

Duration of the service

We submit the documents to the Commercial Register within 3 working days of the receipt of all the necessary documents, unless we have agreed on a different deadline. Usually, the Commercial Register makes an entry of the documents submitted within 3 to 5 working days from the submission of the application. If you have other proceeding unprocessed applications, the term for registering the liquidation data might be extended.

Obligation of Confidentiality

Any information intended for the performance of the service provided, including such obtained through email and telephone, shall be deemed confidential and could not be an object of disclosure under the Attorney Act.

What is liquidation and how long does it take?

Liquidation is a legal procedure aimed at delisting the trader/trade company from the Commercial Register and reflecting the discontinuance of their business activity. It encompasses activities directed towards completing the company’s current transactions, collecting receivables, converting assets into cash, and satisfying the creditors. The remainder of the funds from the cashed assets is distributed among the partners.

Informally, the liquidation is carried out in three stages:

1. Termination of the activity of the company – This is the initial stage where a decision is made to terminate the company and initiate a liquidation procedure. A liquidator is appointed who invites all the creditors of the company to submit their claims for the debts due against the company. These circumstances are recorded in the Commercial Register. The liquidator must wait for 6 months from the publication of the invitation to the creditors in the Commercial Register before distributing assets and splitting the property. This is practically the minimum period for the implementation of the entire liquidation procedure.

2. Sheer (operative) liquidation – this involves converting the company’s assets into cash, collecting its receivables from third parties, and distributing the acquisitions. The company needs to submit to the National Social Security Institute payroll statements about all the employees and the entire period of its existence. For that submission, a certificate is issued accordingly. If no employees have been appointed, a different certificate for that must be issued.

3. Delisting the company from the Commercial Register – this occurs after all relationships and payments of the company with third parties, including government agencies, have been finally settled. From then on, the company is considered non-existent, and the liquidation is completed.

Our experience shows that in the absence of any complications, liquidation might be completed in about 7-8 months.

Who can be a liquidator?

The liquidator manages the company and carries out the liquidation activities. Usually, the liquidator is the company’s manager but any other person can also be appointed. No restrictions exist for such cases. The liquidator must consent and have their signature notarized.

What other authorities/subjects are involved in the liquidation?

National Revenue Agency(NRA) – at the beginning of the procedure, the company’s manager must notify the NRA that the company will be liquidated. Within 60 days, the NRA issues a certificate, which is a condition for initiating the procedure before the Commercial Register. If the company is registered under the VAT Act, this registration should also be terminated.

National Social Security Institute – the company must submit statements and other documentation regarding labour relations with employees for the entire period of its existence, for which a certificate is issued. The certificate is a condition for completing the procedure before the Commercial Register.

Accountant – the liquidation procedure should be supported by an accountant who prepares the balance sheets and reports for the liquidation procedure. The accountant of the company should usually handle this role.