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Bulgarian laws every startup should know

Bulgaria has no single startup law - instead there are about ten acts and regulations you will run into sooner than you expect. Here is which ones, what each covers, and where to read more.

Vladimir Toshev(Co-founder · Legal research)8 min read

The short answer: Bulgaria has no single "startup law." A startup is usually an ordinary commercial company and follows the same laws as any business - but some of them hit it much earlier and harder than founders expect. Below is the map: which law covers what, briefly, and where our detailed guide is.

If you would rather read stage by stage - from the idea to the investor - see starting a startup in Bulgaria: a step-by-step legal guide.

The laws you will meet first

LawWhat it covers for a startupIn depth
Commerce Act (TZ)Legal form, partners, shares, managementCorporate structure
Corporate Income Tax ActTax on company profitStartup taxes
Personal Income Tax ActTax on salaries, dividends and share salesStartup taxes
VAT ActVAT registration, including Art. 97aStartup taxes
Labour CodeEmployment contracts, working time, terminationEmployment law
Copyright Act, Trademarks ActCopyright in your code, trademarksIntellectual property
Consumer Protection ActSelling to consumersOnline store compliance
Obligations and Contracts ActContracts with suppliers and customersSupplier contracts
GDPRPersonal data of customers and staffDPAs in supplier contracts

The Commerce Act: OOD, EOOD, AD and DPK

The Commerce Act decides what your company can be and what rights its partners have. Most startups start as an OOD or EOOD because it is cheap and quick, but every share transfer goes through a notary. An AD or the new variable capital company (DPK) suits investors and employee options better, but each has its own costs and risks.

The same act decides what happens when a partner leaves, is expelled or dies - and the answer is often not the one founders expect.

The tax acts

Three acts set a startup's taxes. The Corporate Income Tax Act taxes company profit at 10%. The Personal Income Tax Act covers tax on salaries, dividends and gains from selling shares. The VAT Act has several registration thresholds - and Art. 97a, which has none: if you receive services from a foreign supplier such as AWS or Google Ads, registration is mandatory and the application goes in at least 7 days before the first payment.

The Labour Code

The moment you hire your first person, you are under the Labour Code. The notice of the employment contract has to be registered with the revenue agency before the person starts work. A non-compete clause in an employment contract is void. And a civil contract that in practice looks like employment can be reclassified.

Copyright and trademarks

The Copyright and Related Rights Act decides who owns your code, design and copy. Code written by a freelancer belongs to the freelancer by default, not to your company - rights pass only with a written contract. The Trademarks and Geographical Indications Act covers trademarks, where the winner is not whoever thought of the name first but whoever filed first.

The Consumer Protection Act

If you sell to consumers, the Consumer Protection Act sets what your terms and conditions must contain, the 14-day withdrawal right and the 2-year legal warranty. The consumer protection commission (KZP) checks websites and fines each unfair clause it finds separately.

Contracts: the Obligations and Contracts Act

The Obligations and Contracts Act is the base for every contract, and deals between businesses also follow the commercial-transactions rules of the Commerce Act. Between companies, the law treats both sides as equal professionals: near-total freedom of contract and almost no protection by default. Every clause you sign holds.

GDPR and personal data

If you collect emails, profiles or any other personal data, the General Data Protection Regulation (GDPR) applies directly, with no Bulgarian act needed to bring it in. Every supplier that processes personal data on your behalf needs a data processing agreement (DPA) under Article 28.

EU regulations that apply directly

EU regulations bind you without any Bulgarian act in between. For startups, the main ones are:

All their key dates in one place: EU regulations for startups.

Funding: investors and crowdfunding

The first investment brings together the Commerce Act (shares, capital increases) and contract law (term sheets, SAFEs, convertible loans). If you raise from many small investors, Regulation (EU) 2020/1503 allows up to EUR 5 million without a prospectus - but an OOD cannot issue shares, so the legal form often has to change first.

The startup visa

If a founder or key hire is a citizen of a country outside the EU, the Foreigners in the Republic of Bulgaria Act and a 2022 ordinance set up the so-called "startup visa" - a certificate for a high-tech and/or innovative project. The conditions change, so check the current text of the ordinance in the State Gazette.

The costliest mistakes, and when you need a lawyer

Most startup legal problems don't begin with a breach but with a postponement: the founders' agreement, the trademark, the rights to a freelancer's code. We've collected 18 legal mistakes startups make and what each one costs, plus when you need a lawyer and when a template, accountant or notary will do.

Sources

The Bulgarian laws above are linked to lex.bg. It is not an official source, but it keeps consolidated versions with all amendments in force. Officially, every law and each of its amendments is promulgated in the State Gazette (dv.parliament.bg), where each amendment is a separate act and no current consolidated text is published. The texts are in Bulgarian.


This guide is general information as of October 2026, not individual legal advice. Laws change - check the current text in the sources above.