Блог · Conversion of the capital
27/06/2026 15:23 Бизнес
Conversion of the capital from Leva to Euro
1. Exact legal basis for the conversion
The conversion of registered capital from Bulgarian Leva (BGN) to Euro (EUR) is regulated exclusively by the Law on the Introduction of the Euro in the Republic of Bulgaria (ZVERB). The relevant provisions are Article 31, Article 32, Article 33 and Article 48. These articles define the automatic conversion, the formula, the rounding rules, the obligations of companies and the special 5% adjustment option.
2. Automatic conversion on 01.01.2026 – Article 33 ZVERB
Article 33 states that on the date of the introduction of the euro, the registered capital of OOD, AD and KDA, as well as the nominal value of shares in AD and KDA, is automatically replaced with values in euro and eurocents. This conversion is performed ex officio by the Bulgarian Trade Register.
Key consequences: The conversion is automatic on 01.01.2026. No application is submitted by the company. No action is required from the partners for the conversion itself. The Trade Register performs the conversion based on Article 31.
3. Formula for OOD – Article 31, paragraph 4 ZVERB
Article 31(4) and (5) specify the exact formula for converting capital and shares in OOD. The conversion uses the official fixed exchange rate. The rate is 1 EUR = 1.95583 BGN. The rate is not rounded.
Example for your company:
Capital 5000 BGN → 5000 ÷ 1.95583 = 2556.46308… → 2556.46 EUR
Share 2500 BGN → 2500 ÷ 1.95583 = 1278.23154… → 1278.23 EUR
Capital 5000 BGN → 5000 ÷ 1.95583 = 2556.46308… → 2556.46 EUR
Share 2500 BGN → 2500 ÷ 1.95583 = 1278.23154… → 1278.23 EUR
Legal basis: Article 31(4) ZVERB and Article 13 ZVERB (rounding rules to two decimal places).
4. Obligation to update the Articles of Association – Article 32 ZVERB
Article 32 introduces a mandatory requirement for all capital companies to update their internal acts: Articles of Association, company contracts and statutes. These documents must reflect the capital and shares in euro.
Article 32(3) requires OOD companies to submit to the Trade Register a certified copy of the updated company contract, showing the converted capital under Article 31(4) and the converted shares of each partner.
Article 32(4) states that no state fee is charged for publishing these updated acts.
Key consequences: You must file the updated company contract. It must be certified by the managers. No state fee is charged. This step is separate from the automatic conversion under Article 33.
5. Important 5% adjustment option – Article 32, paragraph 5 ZVERB
Article 32(5) allows companies to adjust the converted capital by up to 5%, if necessary to preserve partner rights under Article 30. This means you may change the converted capital within ±5% of the registered capital.
Examples:
2556.46 EUR → 2556.47 EUR 2556.46 EUR → 2500 EUR
Any other value within ±5%
2556.46 EUR → 2556.47 EUR 2556.46 EUR → 2500 EUR
Any other value within ±5%
This adjustment requires a decision of the General Assembly and amendment of the company contract. The rules for capital increase or decrease under the Commercial Act do not apply.
6. Summary
The conversion itself is automatic. The update of the company contract is mandatory. The update is free of charge. A 5% adjustment is allowed without applying the Commercial Act. The official rate is 1 EUR = 1.95583 BGN. All values are rounded to two decimal places.
We at EXQUISITE LTD – Varna perform the conversion of capital for our clients in their company contracts.
www.exquisite.bg; office@exquisite.bg
