Overview

The general view amongst lawyers in Bulgaria has been that from the creditors’ perspective, a company’s registered capital gives some measure of its creditworthiness.

That view premised a number of statutory rules meant to protect such expectations, e.g. rules:
• seeking to ensure that there is a certain minimum share capital as a prerequisite to setting up a company; and
• prohibiting companies from granting financial assistance to shareholders and prohibiting shareholders from receiving propriety benefits from the company other than dividends and liquidation quotas.

The share capital requirements, as well as the financial assistance and capital maintenance rules, are different for the two major types of companies with capital under Bulgarian law – the limited liability company, largely analogous to the Austrian Gesellschaft mit beschränkter Haftung, and the joint stock company, similar to the Austrian Aktiengesellschaft.