Feeling overwhelmed by the maze of corporate compliance and asset management in Bulgaria? You’re not alone. Many entrepreneurs and digital nomads are frustrated by the complexities of asset use, especially when the line between personal and company property seems blurry. In 2025, understanding the legal framework for misuse of corporate assets in Bulgaria is crucial for anyone seeking to optimize their tax position and minimize unnecessary state interference. Let’s break down the facts, so you can make informed, strategic decisions—without falling into legal traps.
Legal Framework: Misuse of Corporate Assets in Bulgaria (2025)
Unlike some jurisdictions with aggressive criminal prosecution for mixing personal and company assets, Bulgaria takes a more nuanced approach. Here’s what you need to know:
| Aspect | Details (2025) |
|---|---|
| Criminal Liability | No, unless third-party harm is proven |
| Relevant Law | Bulgarian Criminal Code (Наказателен кодекс), Art. 219 & 254 |
| Who is Affected? | Sole directors/shareholders mixing company and personal assets |
| When is it a Crime? | Only if creditors, tax authorities, or other third parties are harmed |
| Other Consequences | Civil or administrative liability possible |
What Does This Mean in Practice?
Suppose you’re the sole director and shareholder of your Bulgarian company. You use company funds to pay for a personal trip. In Bulgaria, this act—often called “mixing patrimony”—is not automatically a criminal offense in 2025. Unless your actions harm a third party (like failing to pay a creditor or evading taxes), you’re unlikely to face criminal prosecution. Instead, you might be subject to civil or administrative penalties, such as fines or restitution.
Mini Case Study: No Harm, No Crime
Imagine Anna, a digital nomad running a Bulgarian EOOD (single-member LLC). She occasionally uses company funds for personal expenses but always ensures the company’s obligations to creditors and the tax office are met. Under Bulgarian law, Anna’s actions do not trigger criminal liability in 2025. However, if Anna’s actions resulted in unpaid debts or tax evasion, criminal charges could follow under Articles 219 or 254 of the Criminal Code.
Pro Tips: Staying Compliant and Optimizing Your Position
- Keep Meticulous Records
Document every transaction between your personal and company accounts. Transparency is your best defense if questions arise. - Monitor Third-Party Obligations
Always prioritize payments to creditors and the tax authorities. Criminal liability only arises if these parties are harmed. - Separate Personal and Business Expenses
Even though criminal liability is limited, civil or administrative penalties can still bite. Use dedicated accounts and avoid unnecessary mixing. - Consult Local Experts
Regulations can change. Stay updated by consulting with Bulgarian legal or tax professionals, especially if your business model evolves.
Key Takeaways for 2025
- Bulgaria does not criminalize the misuse of corporate assets by sole directors/shareholders unless third parties are harmed.
- Mixing company and personal assets may still result in civil or administrative consequences.
- Articles 219 and 254 of the Bulgarian Criminal Code are the key legal references.
- Staying organized and transparent is the best way to avoid legal headaches and optimize your tax position.
For further reading, consult the Bulgarian Criminal Code (Наказателен кодекс) and commentaries by reputable firms such as Deloitte Bulgaria and Kinstellar.