Termination of a Shareholder’s Participation: When Is the Court Obliged to Appoint an Expert to Determine the Value of a Company Share?

With its recent Judgment No. 29 of 30 January 2026 (Commercial Case No. 451/2024), the Supreme Court of Cassation provides important clarification regarding the determination of the value of a company share upon termination of a shareholder’s participation in a company. The decision reaffirms the Court’s established case law on this matter. How is the value of a company share determined under Article 125 of the Commerce Act? According to the consistent case law of the Supreme Court of Cassation: - as a rule, the value of a company share is determined on the basis of an interim financial statement (interim balance sheet)...

19 February

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Supreme Court of Cassation on Easement Rights in the Joint Use of Electronic Communications Infrastructure

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By Decision No. 83 of 6 February 2026 in civil case No. 3844/2024, the Supreme Court of Cassation provided key clarifications regarding the proprietary nature of the joint use of electronic communications infrastructure — an issue of particular importance for operators and sector stakeholders. In the proceedings, one of the parties was represented by attorney Gergina Kyoseva. Nature of the Easement Right in Joint Use The Supreme Court held that, in cases of joint use, a limited real right (easement) arises in favour of the subsequent undertaking, rather than a purely contractual right. The Court emphasized that this right is identical in content...

29 December

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Share Capital of Companies Following the Introduction of the Euro

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With the introduction of the euro as the official currency of the Republic of Bulgaria, the legislation provides a specific framework for the treatment of company share capital. Pursuant to the Law on the Introduction of the Euro, as of the date of the euro’s introduction, the share capital registered with the Commercial Register of limited liability companies, joint-stock companies and partnerships limited by shares is automatically replaced by the corresponding values in euro and euro cents. This replacement takes effect by operation of law and is technical in nature. It does not constitute an increase or decrease of share capital, but...

10 November

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Gergina Kyoseva advises Bulsatcom on the Group’s financial restructuring

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Gergina Kyoseva assisted by co-counsel Liliya Tsoncheva advised Bulsatcom EAD – the biggest Bulgarian TV and satellite operator in relation to its financial and operational restructuring. The restructuring process took more than two years during which Bulsatcom settled its current debt to commercial and financial creditors, terminated major litigation and enforcement cases and reached settlement with Bulgaria Sat EAD – the owner of Bulgaria Sat- 1 satellite, and its principal lender the Export-Import Bank of the United States. The complex financial transaction consisted in restructuring of Bulsatcom’s EUR 80 million existing syndicated bank facility initially provided in 2014 by leading international banks through conversion of part of the debt to equity...

04 May

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How Setting Up a Bank Account Became The New Challenge For The Business In Bulgaria

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Preventing and combating money laundering and terrorism financing has been a hot topic on EU level for some time now. As a result of the new rules and the implementation of Directive (EU) 2015/849 of the European Parliament and of the Council of 20 May 2015 on the prevention of the use of the financial system for the purposes of money laundering or terrorist financing in the national legislation of the Member States, banks and other entities covered by the EU anti-money laundering rules are required to apply increased checks to better identify any suspicious money flows. “The road to hell...

24 October

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Bearer Shares Banned

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According to the latest amendments to the Bulgarian Commerce Act, promulgated in State Gazette No. 88/23.10.2018, in force as of 23 October 2018, issuing of bearer shares will not be possible anymore. Bearer shares or temporary certificates issued prior to the amendments are substituted by registered shares. The law provides 9 months period for the bearer shares of existing companies to be substituted by registered shares. The companies are obliged to amend their articles of association, to keep shareholder register and to publish them with the Commercial Registry and the Registry of the Non-Profit Legal Entities. Within two months upon expiry of the...

17 September

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New Anti-Money Laundering Act Provides For Announcing Of Ultimate Beneficial Owners Until 31 May 2019

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A new Anti-Money Laundering Act was promulgated on 27 March 2018 and entered into force on 31 March 2018. The law transposes into the Bulgarian national legislation the requirements of Directive (EU) 2015/849 of the European Parliament and of the Council of 20 May 2015 on the prevention of the use of the financial system for the purposes of money laundering or terrorist financing (the “Anti-Money Laundering Directive”), the International standards on combating money laundering and the financing of terrorism (the “FATF Recommendations”) and the Convention on laundering, search, seizure and confiscation of the proceeds from crime and on the...