The procedure for closing a company could be extremely complicated, long and burdensome.
Depending on the circumstances, the process of liquidating a company could take between 7 months and over a year, regardless of whether the company has been in operation or not.
Company closure procedure
It comes as a surprise to many people that registering a company is an easy and quick process, while closing a company is just the opposite.
But how do you close a company?
At MKA Finance, we can help by assisting you every step of the way. This way you will save unnecessary costs, wasted time and many headaches. First of all, closing a company starts with winding up its operations.
In the event that the activity is terminated in advance, we proceed to the closure of the company without activity. In case the company is still in business, notification to the territorial directorate of the NRA of the cessation of activity follows.
The next step is announcement of liquidation in the Trade Register ➡️ announcement of invitation to creditors TR ➡️ notification of the National Social Insurance Institution ➡️ provision of payrolls.
Lastly is the deletion from the Commercial Register itself. Our specialists can take care of all this for you.
LLC company closure
A meeting of the shareholders/partners in the LLC at which a decision is made to liquidate the company. At the same meeting, a liquidator is usually appointed who will conduct the entire procedure for winding up the company.
The decision to liquidate and the appointment of a liquidator must be recorded in the Commercial Register. The liquidator must notify all creditors of the company of the decision to liquidate and pay all debts.
The liquidator must file a final tax return and settle all taxes and social security contributions due. All bank accounts of the company must be closed after all debts have been paid.
After all debts have been paid and the assets of the company have been distributed to the shareholders/partners, the liquidator shall present a report of his activities to the general meeting of shareholders/partners.
Upon approval of the liquidator's report, the company is deleted from the Commercial Register. It is important to keep all corporate documents and accounts of the company for a certain period after its winding up as provided by law.
Closure of Ltd.
Once all the documents have been completed, prepared and submitted to the Companies Registry, registering your company could take between 1 and 3 working days.
Closure of an LTD
As the sole owner of the LTD, you decide to liquidate the company. Your decision must also include the appointment of a liquidator who will conduct the winding-up procedure and register the decision to liquidate with the Companies Registry.
The liquidator must notify all creditors of the company of the decision to liquidate and pay all debts. The liquidator must file a final tax return and settle all taxes and social security contributions due.
All bank accounts of the company must be closed after payment of all debts.
The assets of the company are distributed among the participants, the liquidator submits a report on his activities. After approval of the liquidator's report, the company is deleted from the Commercial Register.
It is important to keep all corporate documents and accounts of the company for a certain period after its closure.
Closure of a VAT company
VAT registration is not a compulsory activity when a company is liquidated. By law, every business has the right to choose whether to deregister or to maintain its VAT registration until the company is removed from the commercial register.
We can advise you on the right approach for your expectations, visions and desires.
CLIENTS WHO TRUSTED OUR ACCOUNTING FIRM:
Marcello Marchese
Attention Age LTD
I have been a client of MKAFINANCE for more than a year and I can’t imagine a better service. After trusting Italian and Spanish accountants who work more slowly, MKAFINANCE surprised me with how quickly and professionally they respond. You are in good hands with them, so do not hesitate and call them.
Georgi Paunov
Unique Photo Gifts Eood
Personal attitude, free extra services, answering questions during non-working hours and ideas for modern software solutions are just some of the things for which we are grateful to MKAFINANCE. In their face we found not dry accountants, but real friends who understand the problems of business.
Elina Minkova
Bononia Travel Eood
Our company has been using the accounting services of MKAFINANCE since 2017. The ratio between price and quality is very good. Their strongest advantage is the special attitude and attention they pay to each client. We are calm to consult with MKAFINANCE for each specific case, because we always receive a quick and adequate solution.
Tim Brady
Eightcap
For us MKAFINANCE is a reliable and extremely professional partner. Miroslav and his team provided us with a clear and direct action plan from the very beginning. Since then, MKA has provided us with the right advice in every situation, thus giving us peace of mind to concentrate on our business.
Ian Wooller
Scraptech International Ltd
The desire and ability of MKAFINANCE to find a solution to all my issues during and outside working hours is their strongest advantage. I believe that MKA would be of great help to every foreigner who starts a business in Bulgaria, at every step of his way – even in settling his personal documents.
Milen Tonev
Professional Street Cafe Eood
MKAFINANCE are always highly competent, and this is of great importance for us to be always in order and in line with the new laws of our country. We work with them and continue to do so because they are a young, energetic team that is always on the line with an extremely polite and intelligent attitude.
R.V.
Zulu Consulting LTD
The MKAFINANCE team is really reliable because it is always with us when we need fast and professional service or consultations. The fact that MKA also have lawyers in the office is very useful to us. They provide the full services we need – excellent payroll, accounting and legal support.
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APPLYDocuments for closing a company
Once the certificate under Article 77 of the Tax Code has been issued, the documents for the company closure procedure are sent to the Commercial Register.
Here again, you can rely on our help in preparing and completing the required documents, which include:
- Statement B6;
- Minutes of a general meeting of the shareholders of an LLC, or of the sole owner of the capital of an LLC, for the dissolution of the company and its declaration in liquidation, election of a liquidator and determination of a term within which the liquidation shall be finalized;
- Invitations to the members of the Ltd. for the General Meeting;
- Notarized specimen of the liquidator's signature;
- Certificate under Article 77 of the Tax Procedure Code;
- Declaration on the authenticity of the circumstances declared for registration and the acceptance by the liquidator of the acts submitted for declaration pursuant to Article 13(4) of the Law on Liquidation of Companies;
- A power of attorney if the application is not made by the liquidator in person;
- Document of paid state fees for closing a company.
Our experience allows us to ensure strict compliance with all deadlines related to the successful completion of the procedure.
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Closing a company – price
Determining the cost of closing a company depends on a number of factors. It varies considerably depending on the complexity of the procedure and the region and the type of company. Here are some key factors that can affect the price:
- Different types of companies (sole proprietorships, limited liability companies, joint stock companies, etc.) have different closing requirements.
- The presence of multiple liabilities, a complex corporate structure or disputes between owners increases the complexity of the procedure.
- Closing a company requires final accounts and tax returns.
- The fees for removing a company from the Commercial Register and other administrative fees.
Depending on the circumstances, other fees may apply – for example for notary services, translation services, etc.
Cases in liquidation of a company
Our experts will make sure that your company is successfully wound up in the first place. This process results in a company freeze. It is important to note that freezing a company or freezing operations is not the same as closing a company by itself.
Closure of a company with a deceased owner
When the owner of a company in Bulgaria dies, there are specific steps and procedures to be followed. Depending on the structure of the company (e.g. whether it is a sole proprietorship, limited liability company, limited liability partnership, etc.) and whether the owner was the sole shareholder in the company, the procedures may differ:
Succession procedure: on the death of the owner of the company, a succession procedure occurs. First, it must be determined whether there is a will or heirs at law. This will determine who or which persons inherit the deceased's business interests.
Changes in the Commercial Register: If the deceased was the sole participant in a company as an LLP, the new participants (heirs) must decide whether they want to continue the business or close the company. In any case, the changes should be registered in the Commercial Register.
Closing the company: If the heirs decide to close the company, the usual procedure for closure (appointment of a liquidator, payment of creditors, deletion from the Commercial Register, etc.) should be followed, taking into account the particularities due to the death of the owner.
Accounting and tax: All necessary accounts and tax returns must be filed up to the time of the owner's death and for the period thereafter if the business is continued by the heirs.
Legal and accounting advice: Heirs are advised to consult legal and accounting professionals to ensure that all procedures are carried out correctly and according to the law.
Death Announcement: Depending on the circumstances, it may be necessary to announce the owner's death in an official newspaper or other media to inform creditors and other interested parties.
Liquidation of a company without activity
The liquidation of a company with no operations in Bulgaria follows the standard liquidation procedure, but the process can be quicker and without significant complexity as the company has not been doing business and is unlikely to have many liabilities or assets.
Liquidation of a company with debts
It requires carrying out a number of actions to make sure that all creditors are satisfied and that you have met all the legal requirements.
Here are some of the key steps:
Decision to liquidate: The owners (or sole owner in the case of an LLP) must decide to liquidate the company.
Appointment of a liquidator: A liquidator will need to be appointed to conduct the liquidation and represent the company to third parties.
Registration in the Commercial Register: The decision to liquidate and the appointment of a liquidator must be recorded in the Commercial Register.
Notification of creditors: The liquidator is required to notify all known creditors of the decision to liquidate.
Preparation of liquidation balance sheet: The liquidator must prepare an opening liquidation balance sheet reflecting the assets and liabilities of the company.
Asset realisation: The purpose of this stage is to convert the company's assets into cash to pay off liabilities. This may involve the sale of property, cargo and other assets.
Debt repayment: The money collected from the sale of assets is used to repay the debts to creditors. If the company's assets are not sufficient to pay all the debts, creditors receive partial coverage of their claims.
Filing Tax Returns: All tax returns due up to the time of liquidation must be filed.
Closing bank accounts: Once all debts have been paid and the liquidation process has been completed, the company's bank accounts must be closed.
Removal from the Commercial Register: Upon completion of the liquidation process, the company is removed from the Commercial Register.
Notification to the NRA of a company closure procedure
An important stage of the process is the notification of the liquidation of the company to the NRA. We will submit to the NRA a notification under Article 77 of the Tax Code. In turn, the NRA will issue a certificate of notification within 60 days of receipt of the notification.
The company is yet to be audited by the NRA. We will help you prepare with any accounting documents that may be needed during the process.
Deletion of the company from the commercial register
The final step in the procedure of closing a company is precisely the deletion of the company from the Commercial Register. At this stage it is checked and certain that:
- All payrolls have been submitted
- All creditors are satisfied
- The company has no liabilities
We submit an application to the Registry Agency, which is the official claim for deletion from the register.
Why trust MKA Finance for a company closure procedure?
Closing a company in Bulgaria can be a complex and time-consuming process, requiring knowledge of legal regulations and tax laws. It is therefore highly advisable to trust a professional.
There are several reasons why you should trust a professional when closing a company in Bulgaria:
Knowledge of Legal Provisions: A professional with experience in will have a thorough understanding of relevant legal provisions. They will guide you through the process and ensure that everything is done in accordance with the law.
Expertise in tax laws: Tax laws can be complex and it is easy to make mistakes that can lead to penalties or fines. A professional with experience in tax laws will help you avoid these problems and ensure you only pay what you owe.
Saving time: Liquidating a company in Bulgaria can take a long time, especially if you are not familiar with the steps involved. A professional can take care of the entire process and structure everything for you, allowing you to focus on other important tasks.
Avoiding mistakes: Mistakes can be costly. Experienced, qualified staff will help you avoid common mistakes with a guarantee of success.
We at MKA Finance are available anytime to help you achieve your goal quickly and easily and without fail!
