Amendments to the Commercial Register Act

Bulgarian Parliament approved amendments to the Commercial Register Act (CRA), with which our legislation adopted the provisions of Directive 2012/17/ЕU concerning the interconnection of central, commercial and companies registers within EU.

Pursuant to the provisions of Directive 2012/17/EU the commercial registers of the Member States shall be interconnected by a European central platform transferring information between them. The goal is improvement in communication and collaboration between registration authorities.

The major amendments in the CRA introduce fast and free of charge transfer of data between the Member States’ registers through the interconnection system. Generally, the information concerns the initiation and termination of liquidation proceedings, insolvency and deregistration of companies. On the other hand, Bulgarian Registry Agency shall record the information received from other European registers as regards to companies with registered branches in Bulgaria under article 17a of the Bulgarian Commercial Act.

The transitional and final provisions of the bill for amendment of the CRA introduce related amendments to the Commercial Act and the Social Security Code.

The newly created paragraphs 5 and 6 in Art 17a of the Commercial Act provide automatic registration under the batch of the Bulgarian branch of facts related to the liquidation, insolvency or deletion of the mother company based on information received from the register in the country of origin of the mother company, as well as automatic deletion of the Bulgarian branch, in case of deregistration of the mother company from the relevant register abroad.

Pursuant to the changes in the Social Security Code, in case of automatic deletion of Bulgarian branch due to deregistration of its foreign mother company from the relevant Member State register, the payroll ledgers and other labor documentation about the employees of the deregistered Bulgarian branch must be submitted to the National Social Security Institute within 3 months following the deletion of the branch.

With the latest amendment to the CRA the major identifier of all traders in Bulgaria is renamed from “unified identification code” (UIC) to “identification code” (IC).