Capital Decrease in an LLC (OOD / EOOD)

Capital decrease in an LLC is a regulated corporate action allowing a company to reduce its registered share capital.

The procedure may be used to cover accumulated losses, return excess capital to shareholders, or restructure the company’s balance sheet. It requires a shareholders’ resolution, publication for creditor protection, amendments to the Articles of Association, and registration with the Commercial Register.


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Capital Decrease in an LLC (OOD / EOOD)

Capital decrease is a formal procedure allowing a company to reduce its registered capital.

Common Reasons

  • Covering accumulated losses

  • Returning excess capital to shareholders

  • Corporate restructuring

Legal Requirements

  • Shareholders’ resolution

  • Amendment of Articles of Association

  • 3-month creditor protection period

  • Registration with Commercial Register

Example

An OOD with capital BGN 50,000 and losses of BGN 35,000 may reduce capital to BGN 15,000 to align with real equity.

Timeline

  • Minimum duration: 3–4 months

Due to creditor protection rules and strict statutory deadlines, capital decrease must be carefully structured to avoid rejection or legal risks.

Consultant

Experienced Business Consultant

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Capital Decrease in LLC

Our team can handle this process on your behalf.

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