September 25, 2024

A new liquidation procedure introduced in Bulgarian legislation

The Amendments to the Commercial Act have been finally adopted, introducing the so-called Fast-Track Liquidation Procedure. It aims to speed up the liquidation procedure for companies that meet the legal requirements and to ensure cooperation between state authorities in relation to the exchange of information.

  • The procedure is applicable to companies that have not operated or employed staff in the last 12 months. The Act also sets additional requirements, for which the liquidator shall submit a declaration along with the application to the Registry Agency.
  • A resolution of the supreme body of the company is required to conduct the liquidation in this manner.
  • The Registry Agency shall send a notification electronically to the National Revenue Agency (NRA) of the received application, and the NRA shall submit within 30 days information on the presence or absence of the legal requirements by electronic means to the Registry Agency.
  • The company shall submit simultaneously with the application to the Registry Agency an application to the National Social Security Institute (NSSI). The latter shall issue a certificate for the handover of the payroll within 30 days and send it electronically to the Registry Agency.
  • The company may distribute its assets after 3 months have passed as of the date of publication of the invitation to the creditors in the Commercial Register.

An important feature is that the exchange of information between institutions is only applicable in the fast-track liquidation procedure. As to the general procedure, the old rules remain in force – the applicant will have to obtain certificates from the NRA and the NSSI on its own and submit them to the Registry Agency. The deadlines for the general procedure also remain unchanged.

In the next few days, the amendments are expected to be promulgated in the State Gazette, and the Registry Agency, the NRA and the NSSI must provide the technical possibility to implement the fast-track liquidation procedure within 1 year.

Pavel Dimitrov
Associate

Pavel is a bright young lawyer, eager to apply in practice all the legal knowledge he has gained during his studies.

Radina Tomanova
Senior Associate

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