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Country guide · 2026

How to open a Bulgarian company from Luxembourg 🇱🇺

Luxembourg is superb for holding structures and funds, and expensive for a two-person consulting or software company. A Sàrl needs €12,000 of paid-in capital, a notarial deed and, in practice, a domiciliation contract plus an accountant whose annual fee can exceed a full year of Bulgarian compliance. Founders whose profits come from foreign clients increasingly register the operating company in Bulgaria instead.

Luxembourgish rate
~23.9% combined corporate tax
Bulgaria
10% corporate, 5% dividends
Setup
Remote, 3-7 business days

Why Luxembourgish founders move to a Bulgarian EOOD

  • 10% corporate tax and 5% dividends against roughly 24% combined before you distribute anything
  • About €1 of share capital instead of €12,000 locked into a Sàrl
  • No notarial deed, no domiciliation agreement, filing done electronically
  • Registration in 3 to 7 business days rather than weeks of notary and bank scheduling

The remote registration process, step by step

  1. 1

    Reserve the company name

    We check availability in the Bulgarian Commercial Register and reserve your EOOD or OOD name. Takes a few hours; the reservation holds for six months.

  2. 2

    Sign the incorporation pack

    Articles of association, founder declarations and specimen signature. You sign in front of a notary or a Bulgarian consulate near you, or you give us a power of attorney and sign once.

  3. 3

    Open the capital accumulation account

    The statutory minimum share capital is BGN 2 (about €1). The bank issues a deposit certificate the register requires.

  4. 4

    File with the Commercial Register

    Electronic filing at the Registry Agency. Standard processing is 2 to 4 business days, and you receive an EIK (company number) on approval.

  5. 5

    Register for tax and, if needed, VAT

    The EIK doubles as your tax number. VAT registration is mandatory above the BGN 166,000 turnover threshold and voluntary below it; intra-EU sellers usually register voluntarily on day one.

  6. 6

    Open the operating bank account

    A Bulgarian business account for local payments, plus an EMI such as Wise or Revolut Business for multi-currency invoicing. Most non-resident directors need one video call.

  7. 7

    Appoint an accountant and start filing

    Monthly VAT returns, payroll if you hire, and an annual corporate return filed by 30 June. The 10% flat corporate tax applies from your first invoice.

Tax residency

Luxembourg taxes residents on worldwide income and applies place-of-effective-management tests to foreign companies. If you continue to live and work in Luxembourg, the administration can treat a Bulgarian EOOD as Luxembourg-resident.

Exit tax and leaving Luxembourg

Luxembourg can tax unrealised gains on substantial shareholdings when a resident emigrates, with deferral available inside the EU. Get the position on your existing Sàrl shares confirmed before restructuring.

Banking and payments

Luxembourg banks are slow to onboard small non-institutional clients. Most founders pair a Bulgarian account with Wise or Revolut Business for euro collections.

VAT on sales into Luxembourg

Luxembourg's 17% VAT is the lowest in the EU, so domestic B2C sellers lose a little on rate; B2B intra-EU supplies are zero-rated with reverse charge either way.

Mistakes Luxembourgish founders make

  • Assuming the participation exemption matters for a company with no subsidiaries
  • Leaving the Sàrl and its domiciliation contract running alongside the new company
  • Registering in Bulgaria while all decisions are still taken in Luxembourg City

Questions Luxembourgish founders ask

Is Luxembourg still better for a holding company?

Often yes. Where the participation exemption, treaty depth or fund regulation genuinely apply, Luxembourg earns its cost. For an operating company invoicing clients, it usually does not.

Do I need to close my Sàrl?

Not necessarily, but a dormant Sàrl keeps filing, domiciliation and audit-adjacent costs running. Most founders liquidate it once the Bulgarian company is trading.

Full Bulgaria vs Luxembourg tax tableRun your numbers in the tax calculatorFormation pricing

Start your Bulgarian company from Luxembourg

We handle the register filing, bank introduction, VAT and accounting in English. 750+ EU founders incorporated, fully remote.

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