ARTICLE · 08 DECEMBER 2022

Business Optimization Through Cross-Border Reorganization

Ernst & Young Law Partnership

Explore more from Ernst & Young Law Partnership

Seeking to simplify their corporate structure and transform their operations between companies incorporated in different jurisdictions, clients with complex international corporate structures are increasingly taking the opportunity to transform their companies through cross-border mergers.

BulgariaCorporate/Commercial Law

Plamena Deliyska-Kamburova

Legal justification and basic principles

Seeking to simplify their corporate structure and transform their operations between companies incorporated in different jurisdictions, clients with complex international corporate structures are increasingly taking the opportunity to transform their companies through cross-border mergers.

This procedure is regulated in the Bulgarian Commercial Act ("CA"), which, among others, transposes Directive 2005/56/EC of the European Parliament and the Council of 26 October 2005, repealed by Directive (EU) 2017/1132 of the European Parliament and the Council of 14 June 2017 on certain aspects of company law ("the Directive").

Reorganization under this procedure shall be carried out (by merger with absorption or with amalgamation) only where at least one of the companies involved in the reorganization has its registered office in another state – a member of the European Union, or in a state – a party to the European Economic

We operate a free-to-view policy, asking only that you register in order to read all of our content. Please login or register to view the rest of this article.

Register for freeORLog in

Related Articles

Bulgaria Extends Deadline For Mandatory Redenomination Of Company Share Capital Into Euro

BulgariaCorporate/Commercial Law

Schoenherr (Schönherr Rechtsanwälte)

Corporate and M&A: Key Bulgarian legal developments

BulgariaCorporate/Commercial Law

Corporate And M&A: Key Bulgarian Legal Developments

BulgariaCorporate/Commercial Law

From Leva To Euro: Legal And Corporate Implications For Bulgarian Companies

BulgariaCorporate/Commercial Law

Key Takeaways Of The International Conference "Life-Cycle Of Start-Ups: Challenges"

BulgariaCorporate/Commercial Law

Legal Intelligence Newsletters: sign up for the latest legal and regulatory news on your chosen topics

Read more about

Related Comparative Guides

Comparative Guide

Technology M&A

Comparative Guide

Private Client

Comparative Guide

Corporate Governance

Comparative Guide

Mergers & Acquisitions

See more popular content from

Corporate/Commercial Law

Bulgaria Extends Deadline For Mandatory Redenomination Of Company Share Capital Into Euro

Following the adoption of the euro as Bulgaria's official currency with effect from 1 January 2026, all Bulgarian companies are required to amend their current articles of association to redenominate their share capital from Bulgarian leva (BGN) into euro.

BulgariaCorporate/Commercial Law

Schoenherr (Schönherr Rechtsanwälte)

Director Duties And ESG Considerations

Bulgarian law requires that the directors of Bulgarian joint-stock companies perform their functions as directors by adhering to the "duty of care" standard of a prudent businessperson and always...

BulgariaCorporate/Commercial Law

Company Setup And Administration In Bulgaria

Congratulations, you have chosen a very perspective country to invest in; one with a stable economy in the last few years, an easy procedure for company registration and a transparent tax system with a short list of taxes and social security obligations.

BulgariaCorporate/Commercial Law

The VCC: A New Company Form Launched In Bulgaria

The eagerly awaited Variable Capital Company (VCC) was introduced on 1 August 2023 with amendments to the Bulgarian Commercial Act. It blends the limited liability...

BulgariaCorporate/Commercial Law

Schoenherr (Schönherr Rechtsanwälte)

Recent Merger Review

Since the beginning of 2010 the Commission for Protection of Competition has issued 25 clearance decisions on notification and five decisions in which it imposed penalties for non-notification and premature implementation of concentrations.

BulgariaCorporate/Commercial Law

Schoenherr (Schönherr Rechtsanwälte)

Legal Regime Governing Immovable Property Rights

The real estate regime in Bulgaria is governed by the Law on Ownership, the Law on State Ownership and the Regulation on the implementation thereof, the Law on Municipal Ownership and the Regulation on the implementation thereof, the Law on Ownership and Use of Agricultural Land and the Regulation on the implementation thereof as well as by the Law on Cadastre and Real Estate Registry and the Ordinance on Entries.

BulgariaCorporate/Commercial Law

Studio Legale Sutti

Setting Up Operations In Bulgaria

Today's uncertainties at the European Union's eastern border have left companies questioning the safety of their people and the continuity of their operations in that part of the world.

BulgariaCorporate/Commercial Law

Company Registration Bulgaria

Company Formation in Bulgaria* Bulgarian companies can avail of the lowest corporate tax rate in Europe at just 10%* ...

BulgariaCorporate/Commercial Law

International Law Office D. Vladimirov and Partners

Corporate And M&A: Key Bulgarian Legal Developments

Over the past months, Bulgaria has adopted and implemented several important legislative changes affecting foreign investment screening, merger control, corporate reorganisations, and company transparency.

BulgariaCorporate/Commercial Law

Corporate and M&A: Key Bulgarian legal developments

Bulgaria has introduced significant legislative changes in 2026, including new lobbying regulations, enhanced cybersecurity requirements, and EU-wide foreign direct investment reforms. Bulgarian courts have issued important rulings on insolvency criteria, director liability, and non-competition clauses in M&A transactions, while the Supreme Court prepares to address the validity of agreements detrimental to companies.

BulgariaCorporate/Commercial Law