Variable Capital Company (DPK) in Bulgaria

Дружество с Променлив Капитал — Register a Bulgarian Company Fully Remotely, No Bank Account Required


100% Remote Registration

€0 No Bank Account

10% Corporate Tax

Same Limited Liability

DPK — VARIABLE CAPITAL COMPANY — AT A GLANCE

100% Remote registration — no visit to Bulgaria required
€0 Share capital deposit required before registration
10% Flat corporate income tax — lowest in EU
1 Signature required — at Bulgarian consulate abroad

What is a DPK — and why it is the preferred structure for remote registration

The Дружество с Променлив Капитал (DPK) — Variable Capital Company — is a Bulgarian company form introduced to make company registration more accessible, particularly for startups, technology companies, and international founders who cannot or prefer not to visit Bulgaria in person. It provides the same legal structure and protections as a standard OOD (the Bulgarian LLC equivalent) — with one defining practical difference: a DPK can be registered without depositing share capital into a Bulgarian bank account before registration.

For foreign founders, this distinction is transformative. The standard OOD registration process requires a Bulgarian bank account to be opened and the minimum share capital deposited before the Commercial Register will accept the application. Opening a Bulgarian bank account as a non-resident — before having a Bulgarian company — is the single most common practical obstacle to smooth remote registration. The DPK eliminates this requirement entirely.

PRACTICAL REALITY: Opening a Bulgarian bank account as a non-resident requires either an in-person visit to Bulgaria or navigating the individual procedures of specific Bulgarian banks — which vary, can be slow, and are not uniformly accessible to foreign applicants without local connections. The DPK removes this dependency. The company is registered first; the bank account is opened afterwards — when the company already exists and the banking relationship can be established on a more normal footing.

Registration Cost Breakdown

Bulgaria is among the most cost-effective EU jurisdictions for company formation. The table below shows a typical cost breakdown for registering a DPK. Costs for remote registration (involving Power of Attorney, apostille, and courier) will vary based on the founders’ country of origin.

Item Approximate Cost
State registration fee (OOD) BGN 160 (~€80)
State registration fee (AD) BGN 360 (~€180)
Notary fees (Articles of Association, signatures) BGN 80–200 (~€40–100)
Legal address / registered office (annual) €400 / year
Bulgaria for Business VCC professional fee From €1,000
TOTAL — Typical OOD formation From €1,000

DPK vs. OOD — a complete comparison

For most practical purposes, a DPK and an OOD are functionally identical — same tax rate, same liability protection, same reporting obligations, same management structure. The table below makes the comparison explicit so you can make an informed decision.

Factor Standard OOD / EOOD Variable Capital Company (DPK)
Bulgarian bank account required before registration Yes — a Bulgarian bank account must be opened and share capital deposited before the Commercial Register accepts the registration application. The primary practical barrier for non-resident founders. No — the DPK can be registered without depositing share capital into a Bulgarian bank account in advance. This removes the main practical obstacle to fully remote registration.
Remote registration Difficult in practice — opening a Bulgarian bank account as a non-resident requires either a visit to Bulgaria or complex remote procedures with individual banks. Full remote registration is the defining advantage of the DPK. The entire process is managed remotely — the founder does not need to visit Bulgaria.
Capital structure Fixed share capital — changes require a formal amendment procedure and notarial deed. Variable capital — inherently flexible. Capital can be adjusted without the procedural complexity of an OOD amendment.
Limited liability Full limited liability — shareholders not personally liable for the company’s debts beyond their contributed capital. Identical — full limited liability. The DPK provides the same protection as an OOD.
Corporate income tax 10% flat rate — one of the lowest in the EU. Same for all Bulgarian legal entities. Identical — 10% flat rate. There is no tax difference between a DPK and an OOD.
VAT treatment Standard Bulgarian VAT rules — 20% standard rate. Registration mandatory above threshold or voluntary. Identical — standard Bulgarian VAT rules apply in exactly the same way to a DPK.
Annual financial reporting Annual financial statements mandatory — filed with the Commercial Register. Full accounting required. Identical — annual financial statements and accounting obligations apply to a DPK in the same way.
Company representation Represented by the registered Managing Director (Управляващ). Shareholders do not automatically have signing authority. Identical — represented by the registered Managing Director. Shareholders are not automatically authorised to sign.
Suitability for growth Suitable for any size of business — from sole trader to large corporate groups. Designed for smaller and early-stage companies. May require conversion if the company significantly exceeds statutory size thresholds.
Conversion Not applicable as a destination. If the DPK outgrows its structure, conversion to OOD or AD is possible through a defined legal procedure.
THE BOTTOM LINE: Choose a DPK if you want to register a Bulgarian company fully remotely and cannot or do not wish to open a Bulgarian bank account before registration. Choose an OOD if you have a Bulgarian banking relationship already established, plan to visit Bulgaria during the registration process, or are forming a company that from the outset is expected to grow to a larger scale. Both structures provide identical tax efficiency, limited liability, and EU market access. Bulgaria for Business VCC advises on the right structure for your specific circumstances.

What a DPK and an OOD have in common — what does NOT change

It is important to be clear about what the DPK is — and what it is not. Choosing a DPK does not give you tax advantages over an OOD, simplified reporting, or reduced compliance obligations. The six areas below are identical for both company types.

Same 10% corporate tax rate

There is no tax advantage or disadvantage to choosing a DPK over an OOD. Both are Bulgarian legal entities subject to the same 10% flat corporate income tax — the lowest rate in the EU. Your choice of company type has zero impact on your Bulgarian tax position.

Same limited liability protection

Both the DPK and the OOD provide full limited liability — shareholders are not personally liable for the company’s debts or obligations. Liability is limited to the capital contributed. Personal liability can only arise in exceptional circumstances of fraud, personal guarantee, or abuse of the corporate structure.

Same VAT obligations

VAT registration thresholds, rates, and filing obligations are identical for DPK and OOD companies. If your Bulgarian business reaches the VAT registration threshold or you opt for voluntary registration, the same 20% standard VAT rate and monthly filing obligations apply regardless of company type.

Same annual reporting requirements

Both company types must maintain full accounting records and file annual financial statements with the Bulgarian Commercial Register. There is no simplified reporting regime for DPK companies. Our accounting team handles annual financial statements for both types.

Same management structure

Both structures use a Managing Director (Управляващ) registered with the Commercial Register. The Managing Director is the only person with automatic authority to sign contracts and represent the company. Shareholders need a Power of Attorney to act on the company’s behalf unless they are also the registered director.

Same EU market access

A DPK, like an OOD, is a fully recognised Bulgarian legal entity — a member state of the European Union. It can open bank accounts, sign contracts, employ staff, register for VAT, hold property, and operate anywhere in the EU. The company type does not affect its legal standing or commercial capabilities.

Who chooses a DPK? — the ideal use cases

The DPK is not always the right choice — but for the following categories of founder, it is almost always the most practical route to Bulgarian company registration.

  • Foreign founders who cannot visit Bulgaria — The DPK was designed precisely for this scenario. If you are based outside Bulgaria and cannot or prefer not to visit, the DPK allows the entire registration process to be completed from your home country — with only the Managing Director’s specimen signature requiring a consular appointment.
  • Startups and early-stage companies — For founders establishing a Bulgarian entity at an early stage — before significant capital investment — the DPK removes the administrative friction of opening a Bulgarian bank account before the company even exists. Get registered first, open the bank account afterwards.
  • Remote-first international businesses — Digital businesses, SaaS companies, consulting firms, and other remote-first operations that need a Bulgarian legal entity for EU market access, VAT registration, or local contracting — without the need for a physical banking relationship in the early stages.
  • Companies testing the Bulgarian market — Businesses exploring a Bulgarian market entry before committing fully. The DPK allows a lightweight, low-friction company formation — the company can be established, tested, and if needed wound down without the overhead of a full OOD setup.
  • Non-EU founders expanding to the EU — For non-EU entrepreneurs who need an EU-based company — a Bulgarian DPK provides full EU legal entity status, EU VAT registration capability, and EU IBAN banking access at the lowest cost of any EU jurisdiction, without requiring a physical visit.
  • Founders without Bulgarian banking connections — Opening a Bulgarian bank account as a non-resident requires either an in-person visit or navigating individual bank procedures — which vary and can be slow. The DPK eliminates this dependency entirely for the registration itself.

The DPK remote registration process — step by step

The DPK registration process is managed entirely by Bulgaria for Business VCC. The founder’s only required action outside Bulgaria for Business VCC is signing the specimen signature at the Bulgarian consulate. Everything else is handled on your behalf.

1 — Initial consultation and information checklist

Free consultation

You contact Bulgaria for Business VCC. We confirm that the DPK is the right structure for your needs and send you a short information checklist — the details we need to prepare all registration documents: company name, director details, address, and intended business activities.
Free initial consultation — checklist sent within 1 business day

2 — Document preparation

Drafted by legal team

Our legal team prepares all registration documents — Articles of Association, declaration forms, and the specimen signature document for the Managing Director. All documents are prepared in Bulgarian with English translations for your reference.
Document preparation: 2–3 business days from receipt of completed checklist

3 — Specimen signature at Bulgarian consulate

Consular appointment

The Managing Director signs the specimen signature document in the presence of a Bulgarian consul at the Bulgarian embassy or consulate in their country of residence. We provide the document template and clear instructions for the consular appointment. The signed original is couriered to our Sofia office; a scanned copy is emailed to us in advance.
Consular appointment — arranged by the Managing Director. Courier to Bulgaria.

4 — Commercial Register submission

3–7 business days

Bulgaria for Business VCC submits the complete registration application to the Bulgarian Commercial Register electronically. We manage all correspondence with the Registry.
Submission within 1 business day of receiving the signed specimen signature

5 — Registration confirmation

Confirmation

The Commercial Register processes the application and issues a registration confirmation — confirming the company’s UIC (Unified Identification Code), registered name, and registered director. This typically takes 3–7 business days.
3–7 business days from submission — Bulgaria for Business VCC confirms receipt and tracks progress

6 — Legal address & post-registration services

From €400/year

After registration, Bulgaria for Business VCC assists with: legal address confirmation (our address service is available from €400/year), NRA registration for tax purposes, VAT registration (if applicable), and introduction to our accounting and payroll teams for ongoing compliance.
Post-registration services available immediately on company formation

Frequently asked questions — DPK registration

Answers to the most common questions from clients registering a Bulgarian DPK remotely.

Register your Bulgarian DPK today — fully remotely

Bulgaria for Business VCC manages the complete DPK registration process — from document preparation through to Commercial Register confirmation. No visit to Bulgaria required. Tell us you want to proceed and we will send you the information checklist.

Company formation from €300
100% remote
No Bulgarian bank account needed
10% corporate tax
EU market access

Bulgaria for Business VCC — Your Trusted Partner for Business Expansion into Bulgaria. Company formation requirements, DPK regulatory framework, and tax rates are correct as of 2024–2025 and are subject to legislative change. This document is for general information only and does not constitute legal advice. Contact us to discuss your specific circumstances.

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