EOOD is built for simplicity and the DPK for flexibility, the EAD is built for scale, formality — and for the sectors where Bulgarian law simply requires it.
AD vs EAD
Key Features at a Glance
| Feature | AD / EAD |
|---|---|
| Minimum capital | EUR 25,600; at least 25% paid in at incorporation |
| Owners | 1 (EAD) or more (AD); no nationality restrictions |
| Liability | Limited to company assets; shareholders risk only their contribution |
| Governance | One-tier (board of directors) or two-tier (management + supervisory board) |
| Share transfers | No notary, no Commercial Register entry — shares transfer by endorsement / book entry |
| Audit | Joint-stock companies are generally subject to mandatory independent financial audit |
| Corporate tax | 10% flat; 5% dividend withholding |
Capital: The Real Entry Ticket
The minimum capital is EUR 25,565, of which at least 25% of the issue value of each share must be paid in before registration — so a minimum cash outlay of EUR 6,391 at incorporation, with the remainder payable within the period set in the statutes (up to two years). The capital is deposited in an accumulation bank account, as with the OOD.
Governance: One-Tier or Two-Tier
Bulgarian law offers a choice of board systems:
- One-tier: a board of directors (3–9 members) managing and representing the company — the common choice for private EADs;
- Two-tier: a management board overseen by a separate supervisory board — typically seen in banks, insurers and larger structures.
The Underrated Advantage: Free Share Transfers
When the Law Requires an AD/EAD
Ongoing Obligations: Heavier Than an OOD
Плюсовете come with compliance weight:
- mandatory independent audit of annual financial statements as a rule;
- formal board procedures, minutes and resolutions;
- stricter capital maintenance rules — distributions only from verified profit, statutory reserve fund requirements;
- higher accounting and administration costs overall.
Budget realistically: an ЕАД costs meaningfully more per year to maintain than an EOOD or ДПК.
Which Form Should You Choose? The Three-Way Comparison
Frequently Asked Questions
What is the minimum capital for an EAD in Bulgaria?
Can a foreign company be the sole shareholder of a Bulgarian EAD?
Do EAD share transfers require a notary?
Is an audit mandatory for an EAD?
When is an AD/EAD legally required?
How Corporate Bulgaria Can Help
We incorporate EAD and AD structures for international groups and founders — statutes and board structure design, capital deposit coordination, Commercial Register filing, and ongoing corporate secretarial support. Not sure whether you need the joint-stock form at all? We will tell you honestly — most clients don't, and an EOOD or DPK serves them better. Get in touch.
This article is for general information only and does not constitute legal or tax advice.
