EEIG in Bulgaria: Legal Nature, Taxation and Registration

Company formation inBulgaria can also be carried out through special legal structures, including the European Economic Interest Grouping (EEIG), established under Council Regulation (EEC) No 2137/85 of 25 July 1985. This structure is regulated at the European level, but with certain procedural aspects – such as registration methods – delegated to the national laws of the Member States.

In Bulgaria, the EEIG is governed by the Commercial Act and is designed as a tool for economic cooperation between companies or professionals from different EU Member States, aimed at supporting the activities of its members rather than generating direct profits for the grouping itself.

EEIG in Bulgaria: Legal Nature and Main Features

The EEIG’s purpose is not to produce its own profits but to facilitate the economic activities of its members through auxiliary operations. It cannot hold shares in members’ companies or exercise control over their activities, and the number of employees is limited to a maximum of 500.

Members are jointly and severally liable for the group’s obligations, a feature that makes it closer to a general partnership than to a limited liability company. However, creditors can only take action against a member if the group has failed to settle its debts within a reasonable time.

The registered office must be located in an EU country and may be transferred to another Member State, subject to certain restrictions under Bulgarian law, such as the prohibition on transfer if the group owns land in Bulgaria. Insolvency proceedings may be initiated against the EEIG without automatically affecting the members.

Read also: Taxation of Trading in Bulgaria: 2025 Fiscal Guide for Private Investors and Companies

Incorporation Procedure

To establish an EEIG in Bulgaria, at least two parties – either natural or legal persons – are required, each carrying out their main activity in different Member States.
The incorporation agreement must include at least:

• the name, followed or preceded by the words “European Economic Interest Grouping” or “EEIG”;
  
• registered office;
  
• corporate purpose;
  
• full details of the members;
  
• the duration of the grouping, if not unlimited.
  

Each member has voting rights, with the possibility to assign additional votes to certain members provided they do not hold an absolute majority. Certain decisions – such as changes to the corporate purpose, changes in members’ contributions or extensions of duration – require unanimity.

Tax Treatment in Bulgaria

From a tax perspective, the EEIG is not subject to corporate income tax in Bulgaria. Under national tax law, the economic result is taxed directly at the members’ level, in their respective countries of residence.
This approach reflects the EEIG’s auxiliary nature: any profits distributed to members are treated as taxable income for them individually, while contributions paid by members to the group are deductible as expenses.

The exemption applies solely to corporate income tax; other taxes and contributions, such as VAT and social security contributions for employees, remain applicable.

Read also: Representation Expenses Tax in Bulgaria: Updated Guide for 2025

Registration with the Bulgarian Commercial Register

The registration process for an EEIG is similar to that for a limited liability company and involves submitting an application to the Bulgarian Registry Agency.
Required documents include:

• incorporation agreement;
  
• resolution appointing the administrators;
  
• statements of compliance with legal requirements;
  
• documentation proving the incorporation of non-Bulgarian legal members;
  
• any licences or permits required for the activity.
  

The registration fee is 100 BGN (reduced to 50 BGN if filed online).

Establishing an EEIG in Bulgaria can be an effective strategy for companies and professionals looking to develop cross-border collaborations within the European Union. Understanding the legal and tax rules, along with proper handling of the registration process, is essential to fully benefit from this form of partnership.

Accountancy Bulgaria, a financial advisor in Bulgaria, offers comprehensive support to companies at every stage of their business journey. From the very first steps of choosing the most suitable legal structure for your needs, to ensuring full compliance with local regulations, our team provides clear, practical, and tailored advice. We understand that entering a new market like Bulgaria comes with both opportunities and challenges, and we are committed to guiding you through every decision with precision and expertise.

Whether you are setting up a new company, expanding your existing operations, or exploring special legal forms such as the European Economic Interest Grouping (EEIG), we help you navigate all the procedural, fiscal, and administrative aspects with efficiency. Our goal is to make your business setup and growth in Bulgaria seamless, secure, and strategically planned for long-term success.