Seat and registered address are two different things
The distinction looks formal but it matters when the forms are filled in. Under Art. 12 of the Commercial Act, the seat of a trader is the populated place in which the management of its business is located, while the address of the trader is the address of that management. In practice the seat is "Sofia" and the address is the particular street and number — that of the coworking space, if you have agreed on it.
Bulgarian law does not require a company to own or lease a self-contained office, and there is no prohibition on the registered address coinciding with the address of a shared workspace. The short answer to "can a coworking address be an EOOD's registered address" is therefore yes. The longer answer is about what you are signing up for.
The registered address automatically becomes the address for correspondence
Here is the consequence most founders do not account for. Under Art. 28(1)(2) of the Tax and Social Insurance Procedure Code (TIPC), the address for correspondence of a local legal entity is its registered address of management — unless a different address for correspondence is entered in the BULSTAT register, or a different address of management is entered in the Commercial Register.
This is not a contractual arrangement between you and the operator of the space. It is a statutory rule. From the moment of registration, the revenue authorities, the social security authorities and the courts send their papers there — audit acts, requests to produce documents, acts establishing liabilities. Whether anyone accepts them is your problem, not theirs.
Worth doing at once: every person has the right to give the revenue authorities an electronic address for receiving communications (Art. 28(2) TIPC). For a company whose manager lives outside Bulgaria this is the first and cheapest safeguard — do it at registration, not when you need it.
Absence beyond 30 days: appointing a recipient is an obligation, not an option
The provision that bears directly on a non-resident founder is Art. 28(4) TIPC: where they are absent for more than 30 days from the address for correspondence, the legal representatives of legal entities and sole traders authorise a person to whom communications and other acts are to be served.
The verb is indicative — "authorise", not "may authorise". If you manage a Bulgarian EOOD and spend the winter elsewhere, the law expects an authorised recipient to be in place. The practical value is twofold: you comply with a duty, and you create a real recipient at the address, which is the surest defence against the mechanism described in the next section.
The three-day duty once proceedings have started
There is a second, sharper rule. Where proceedings under the TIPC have been opened against you and you have been duly notified, you must inform the authority conducting them in writing within three days of taking any step to change your address for correspondence. Failing that, every act and document in those proceedings is attached to the file and deemed duly served (Art. 28(3) TIPC).
In other words, moving to a different coworking space in the middle of an audit without notifying the authority postpones nothing — you simply stop receiving the papers while the deadlines keep running. If you are in that position, take advice before you change the address.
What happens when there is nobody at the address to accept
The mechanism is called service by attachment to the file and is governed by Art. 32 TIPC. It applies where the person, their representative or authorised agent, a member of a management body, or an employee designated to receive papers, is not found at the address for correspondence.
| Step | What happens | Provision |
|---|---|---|
| 1. Visits | At least two visits, 7 days apart, at which no recipient is found | Art. 32(1) TIPC |
| 2. Protocol | The circumstances are certified by a protocol for each visit | Art. 32(2) TIPC |
| 3. Exception | Protocols are not required where there is conclusive evidence that the address does not exist | Art. 32(3) TIPC |
| 4. Notice | Posted at a designated place in the territorial directorate and published online | Art. 32(4) TIPC |
| 5. Duplication | A letter with acknowledgement of receipt is also sent, as is an electronic message where an electronic address has been given | Art. 32(5) TIPC |
| 6. Deemed service | If the person does not appear within 14 days of the posting, the document is deemed duly served | Art. 32(6) TIPC |
Note what "deemed duly served" means: the appeal periods start running even though the document never reached you. An audit act you first see three months later has usually already become final. That is precisely why the agreement with the coworking operator has to deal with receiving correspondence, not merely with the use of a desk.
Note also step 5: the electronic message depends on your having given an electronic address. If you have not, you lose the one channel that keeps working while you are abroad.
The risk to your VAT registration
The consequence is not limited to a missed deadline. Under Art. 176 of the VAT Act, the competent revenue authority may refuse to register, or terminate the registration of, a person who:
- cannot be found at the address for correspondence they have given, following the procedure under the TIPC (item 1);
- changes their address for correspondence and does not notify in the prescribed manner (item 2);
- systematically fails to meet their obligations under the Act (item 3);
- fails to give an electronic address for correspondence for a period longer than three months from when the duty to notify arose (item 5).
For a company invoicing EU clients with VAT, a terminated registration is not a formality. It suspends the right to input tax credit and puts the treatment of supplies in question — including under Art. 21(2) of the VAT Act, under which the place of supply of services to a taxable person is where that recipient has established their independent economic activity.
Compulsory VAT registration arises once taxable turnover exceeds EUR 51,130 in a calendar year (Art. 96(1) VAT Act, as amended in State Gazette issue 115 of 2025, in force from 1 January 2026). We cover the procedure in VAT registration in Bulgaria.
What the agreement with the coworking operator has to cover
A membership for a shared desk and an agreement for the use of an address are different products and are often sold separately. In our practice, a package that actually works as a registered address deals with the following:
- Express consent to use the address for registration purposes. Without it the Commercial Register may ask for further evidence, and the address is easier to challenge in any later inspection.
- An undertaking to accept correspondence and deliveries in the company's name, naming the person or position who accepts them.
- An undertaking to notify the manager on receipt — with a stated deadline and channel (email, message), not "where possible".
- Presence at the address during working hours. This is what defeats the mechanism under Art. 32 TIPC: an employee of the space is a "person designated to receive papers" if they are authorised to be.
- A term covering at least one full tax cycle, including the deadlines for the annual returns.
- What happens on termination — who notifies the register and within what period, so that you are not left with a registered address you no longer have rights to.
From our practice: ask for the agreement before you pay the membership, not after. Spaces that offer an address service have a standard form ready; those that do not will usually let you use a desk but not the address — and that tends to surface only when the filing is made with the Commercial Register.
Incorporating an EOOD at such an address
Registration is with the Commercial Register at the Registry Agency. The minimum capital of a limited liability company is now EUR 1, and an individual share may not be smaller than one euro cent (Art. 117(1) Commercial Act, as amended in State Gazette issue 70 of 2024, in force from 1 January 2026).
Incorporation can be completed entirely remotely. That route normally involves a notarised specimen signature of the manager and a notarised power of attorney for the lawyer who makes the filing. The certifications are done in your country of residence or before a Bulgarian consulate, and those fees are for your account. Our fee for incorporation is in the range of EUR 700 – 999 plus VAT, depending on the complexity of the structure.
If you are still choosing a legal form, see registering an EOOD in Bulgaria and EOOD, OOD or DPK.
One warning about permanent establishment
If you use the space not only as an address but as your actual place of work, and your operating company is foreign, that combination can raise the question of a permanent establishment in Bulgaria. This is a separate assessment with tax consequences and is not settled by the wording of the coworking agreement. We deal with it in home office and permanent establishment.
An EOOD, and an address that stands up to inspection
We handle Bulgarian incorporations remotely: reviewing the address agreement against the requirements of the TIPC, drafting the constitutive documents and powers of attorney, filing with the Commercial Register, VAT registration where required, and arranging the authorisation under Art. 28(4) TIPC for the periods you are outside the country. Describe your situation briefly and we will tell you what we think the priority is.
Frequently asked questions
Can a coworking address be an EOOD's registered address?
Yes. The Commercial Act does not require a company to have a self-contained office — the seat is the populated place in which the management of the business is located, and the address is the address of that management (Art. 12 Commercial Act). The condition is contractual: the operator of the space must have expressly permitted the use of the address for registration purposes and undertaken to accept the company's correspondence. An ordinary shared-desk membership contains neither clause.
What happens if the revenue authority finds nobody at the address?
Service by attachment to the file applies under Art. 32 TIPC. After at least two visits 7 days apart, each certified by a protocol, the notice is posted at the territorial directorate and published online, and a letter with acknowledgement of receipt is sent. If the person does not appear within 14 days of the posting, the document is deemed duly served and the appeal periods run — even though it never reached you.
Must I authorise someone if I am outside Bulgaria?
Yes, where you are absent from the address for correspondence for more than 30 days. Art. 28(4) TIPC requires the legal representatives of legal entities and sole traders to authorise a person to whom communications and other acts are to be served. Separately, every person may give the revenue authorities an electronic address for receiving communications (Art. 28(2) TIPC) — for a manager living abroad this is the cheapest safeguard available.
Can I lose my VAT registration because of the address?
Yes. The competent revenue authority may refuse registration or terminate an existing registration of a person who cannot be found at the address for correspondence they have given, following the procedure under the TIPC, and of a person who has changed that address without notifying in the prescribed manner (Art. 176(1) and (2) VAT Act). Failing to give an electronic address for correspondence for more than three months after the duty arose is a further ground (item 5).
What is the minimum capital of an EOOD in 2026?
One euro. The capital of a limited liability company may not be less than EUR 1, and individual shares may not be less than one euro cent (Art. 117(1) Commercial Act, as amended in State Gazette issue 70 of 2024, in force from 1 January 2026). A minimal capital is not, however, a recommendation: the figure is visible in the Commercial Register and is among the first things a counterparty or a bank looks at.
Sources
- Tax and Social Insurance Procedure Code — Art. 28 and Art. 32
- Commercial Act — Art. 12 and Art. 117
- Value Added Tax Act — Art. 21(2), Art. 96(1) and Art. 176
- Commercial Register and Register of Non-Profit Legal Entities — Registry Agency
- National Revenue Agency
This material is for information only and reflects the law as at 28 July 2026. It is not legal advice on any particular matter. The terms, prices and services of individual coworking spaces have not been verified for this article.