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COMMERCIAL LAW LAWYER IN PLOVDIV

Commercial law

Lawyer Miroslav Mirchev is a lawyer in Plovdiv who specialises in commercial law. He provides advice and representation in court to traders, commercial companies and entrepreneurs in Plovdiv and throughout the country on the incorporation, reorganisation, management and termination of commercial companies, the drafting and negotiation of commercial transactions, the collection of receivables and insolvency proceedings.

Commercial law governs the legal position of traders and the relationships they enter into when carrying on business, from the choice of the legal form of the business to its termination. The right legal structure and well-drafted contracts reduce the risk of future disputes and protect the interests of the owners and managers of the company.

These services are most often needed by entrepreneurs, start-ups and newly incorporated companies, as well as by partners who are in dispute with each other. The most common questions are which legal form is the most suitable for the business, who may represent the company, how a person can leave a company, and how shares are sold.

Търговско и дружествено право

When you need a commercial law lawyer

  • when starting a business and choosing between an EOOD, an OOD and an AD
  • when concluding a contract with another trader
  • when the structure or the capital of the company changes
  • when an invoice is unpaid or a counterparty has not performed a contract
  • when there is a dispute between partners
  • when closing down a company

Frequently Asked Questions

Which legal form is the most suitable for my business?
It depends on the number of owners, the need for external financing and the liability you want. An EOOD (single-member limited liability company) and an OOD (limited liability company) limit liability to the amount of the shares and are the most common choice for small and medium-sized businesses. An AD (joint-stock company) is suitable where there is larger capital or there are investors. For start-ups that raise investment in stages, there is also a new legal form: the company with variable capital.
What documents are required to register a commercial company?
The main documents include a constitutive deed (for an EOOD) or articles of association (for an OOD), a minute or resolution appointing a manager, declarations under the Commerce Act and a lawyer’s power of attorney for representation before the Commercial Register.
Can a partner represent the company?
Not automatically. In an OOD the company is represented by a manager appointed by the general meeting. A partner who is not a manager has no power of representation unless authorised. The exception is the general partnership, where as a rule every partner may represent the company unless the agreement provides otherwise. Who represents the company, and how, is entered in the Commercial Register.
How can a manager leave the company?
A manager may be dismissed by a resolution of the general meeting or may resign of their own accord, and the change is entered in the Commercial Register. If they are the only manager, the company must appoint a new one so that it is not left without representation. Leaving the position does not end the manager’s participation as a partner and does not affect their shares.
How can a partner leave the company?
Participation may be ended by transferring the share, by withdrawal in accordance with the law and the articles of association, or by the exclusion of a partner on proper grounds. The specific procedure depends on the articles of association. Each route has different consequences for the partner’s shares and claims against the company.
How is a share sold?
A share in an OOD is transferred by a written contract with notarised signatures. As a rule the consent of the general meeting is required, unless the articles of association provide otherwise. The change is entered in the Commercial Register and takes effect against the company and third parties once entered.
Can I register a company with variable capital?
Yes. The legal form was introduced by an amendment to the Commerce Act in 2023 and is aimed at start-ups and technology companies: capital is managed more flexibly and shares with special rights may be issued. It is suitable where investment rounds or employee shares are planned.
How can I close down my company?
Any company can be wound up through a liquidation procedure. This requires a resolution to start liquidation, notice to creditors, and the expiry of the minimum period set by law.
What is the conversion of capital into euro, and do I have to do it?
Conversion is the restating of the company’s registered capital from Bulgarian leva into euro. Under the Act on the Introduction of the Euro in the Republic of Bulgaria, the conversion of capital is carried out together with the next application for entry, deletion or announcement in the Commercial Register, which for most companies coincides with the filing of the annual financial statements.