Стартирането на нова стопанска дейност изисква съобразяване с изискванията на Търговския регистър. В тази статия ще разгледаме как се извършва регистрация на фирми – ЕТ, СД и КД, кои са основните предимства на тези правни форми и какво трябва да знаете за капитала им.

You have a business idea and it's time to register your company. Usually, the owners turn to an accounting firm or a lawyer for this service, but the procedure is not that complicated. First of all, you should be aware of what type of company you will register: ET, EOOD or OOD. There are, of course, other types of associations: KD, SD, AD. Here's a quick look at the differences between the different types of associations.

ET – Sole trader - to register as an ET, you must be a natural person, not a legal entity, and you must be able to act. The following documents must be submitted: application form in the Registration Agency, a sample of the signature, which does not necessarily have to be certified by a notary, a document for paid state tax, a declaration that you are not personally entitled to exercise commercial activity. There are two important features in this type of commercial activity. The first and last name of the owner must be written after the name of the ET. Example: ET "Delta - Iliana Dechkova". The other important detail concerns profit and liabilities. At ET they are considered personal. This means that the profit is the personal income of the owner and is taxed and the liabilities are also personal and in the event of bankruptcy the owner is responsible for 100 % with his personal property, which as we will see with EOOD is different. ET registration is suitable for craftsmen and freelancers: translators, writers, electricians, tailors, etc.

Protection of intellectual property - trademark, patent, copyright

Advantages of ET : there is less bureaucracy in terms of business management, staffing and accounting. You will not have to deal with partners, you can make any decisions to change the activity alone, you do not need to submit annual financial statements, only a tax return; unlike other types of companies; startup and registration are cheaper. The sole trader also has fewer legal obligations and more tax relief and recognition of company expenses for the activity: equipment, machinery, furniture, etc. If you decide, you can always change the structure of the company. And of course the profit is only for you.

Easy steps to register companies - EOOD and OOD

Disadvantages of ET: the main disadvantage is that the owner here is personally liable with his personal property. Taxes on an ET are higher compared to an EOOD and if you decide to ask for additional financing, the banks will not be as willing, given the way the accounting is done with an ET. Since the ET name contains the owner's name, selling the business becomes more difficult.

SD – /collective society/

This is an association between two or more persons, which can be both physical and legal (for example, Ivan Petrov as FL together with "Prima" OOD establish a joint stock company). The goal is to develop a common activity. In practice, such companies are established between relatives for some temporary activity. Here a Founding Agreement is concluded with the signatures of the persons establishing it before a notary public. The contract must include the following details:

• the company - includes the following words: "SD", "collective society" or "joint"; the name of at least one of the founders must be present in the name of the company;
• description of the subject of activity, seat and address of management;
• the amount and type of contributions from partners and the method of profit distribution;

In order to create a Collecting Company, a founding agreement is drawn up, as in the case of an LLC, submitted to the Commercial Register and signed by all the founders. Specimens of the signatures of all the founders who will represent the company are also attached. As for liability, here it is joint and several and unlimited. The collecting society is suitable for small businesses.

KD – /limited partnership/

Just like a joint stock company, it is an association between two or more persons to carry out a common business. Suitable for "dressing up" the family business in a legal form. The main difference with SD is responsibility. In the KD, one or more partners are unlimitedly liable (joint partners), and the others are liable only up to the amount of their contributions. Thus, some of the partners are managers, while the others are only financiers.

© 2023 Iliana Dechkova