The need of experienced and adequate legal assistance for each business company or corporate structure is undisputed. We, at “Ivanchov & Partners” strive to provide for the legal security of our business clients, while sharing the motto – „Together, we are going ahead”. Irrespective of whether the economic situation is stable or not, the dedicated Attorney-at-Law would contribute to the implementation of an idea or to the settlement of an arisen legal issue; therefore, we recommend to all entrepreneurs to have as a must an Attorney-at-Law at hand. Naturally, traders are presumably professionals by occupation and, with them, some reliefs and exceptions from the civil turnover are available. An example of this is provided in Article 309 of the Trade Act, namely: „The forfeit owed under a business deal concluded between traders may not be reduced for excessiveness”, while in Article 92 of the Obligations and Contracts Act, regarding natural persons, it has been objectified that: „If the forfeit is excessively great compared to the suffered damages or if the obligation has been implemented incorrectly or partially, the Court may reduce it’s amount”.
The number of the questions which may arise in every business owner are beyond imagination and this presentation would not be sufficient, but we shall attempt to clarify the most topical issues:
- Uncollected receivables – Business companies deliver goods and render services mostly under specific conditions of deferred payment. Such an approach undoubtedly stimulates trade turnover, but it presents risks of delayed or failed payments. Depending on the amount of the sum, we offer different options, whereas to guarantee for the receivable, we recommend bank guarantees and letters of credit; however, one should necessarily be aware that the fees for such services are never small and reflect on the fact whether the entire procedure is expedient and justifies the investment. Regardless of the amount of the deferred payment, a mechanism warranting for the collectability should be thought about. With respect to receivables which have fallen due and for which the counterpart has definitely shown that it does not intend to pay the due sum, an individual strategy should be designed. It is absolutely imperative to pose the question – „Does the purpose justify the means”. According to the existing law, most of legal entities are responsible by the property they possess. If a trader has numerous liabilities to various counterparts, a comprehensive inspection of their property should be made, whereat different legal mechanisms are available which could provide an objective idea of the overall status of the respective trader. If it becomes clear that the business company in question has been deprived of any assets, we recommend seriously thinking over initiating a court procedure, since the same would burden the receivable by attorney’s fees, state fees, court expert fees and the like.
- Business and Tax Law – We assume as a must the fact that every business company should have a personal tax advisor. This is necessitated not only by the different tax acts, which may affect the trader’s activity, such as with those trading in alcoholic beverages and tobacco articles where, apart from the other tax acts, the Excise and Tax Warehouse Act is also applicable. Generally, nearly the entire Tax Law concerns to a greater or lesser extent the persons involved in business activity. For instance, the Corporate Income Tax Act (CITA), the Value Added Tax Act (VATA), various insurance acts, the Tax and Social Security Procedure Code (TSSPC) and more. The communication with the tax authorities is of exclusive importance due the control function vested in them. It is clear that the competent employees with the National Revenue Agency (NRA) carry out inspections and draw inspection certificates, by which they impose property sanctions on the corporate structures, but it is the Bulgarian courts which decide whether the sanctions have been imposed in accordance with the law and whether the procedures related therewith have been observed. Therefore, we believe attorney’s support to be of exclusive importance with tax issues.Employers and Labour Law – the greater part of the persons involved in business activity hire workers and employees. Labour Law is a specific and sensitive matter and it cannot be otherwise, since at the time of drafting this presentation, more than 3 million Bulgarians work under employment contracts. First, the employment contracts should be specified according to the existing law, whereas it is up to the employer to decide whether the contract will be for a definite or indefinite term. Next come the internal documents of the employer, such as the Rules on the internal working order, the various instructions, training rules in case such ones are needed and more. Third, the procedures for imposing of disciplinary punishments should be specified to the highest possible level, since even the smallest offence of the rules will have negative consequences for employers. An example of this is that, before imposing any disciplinary punishment whatsoever, the worker or employee should be required to present written clarifications, since if this is not done, the Court will cancel the punishment without considering the dispute itself – argument: Article 193, Paragraph 2 of the Labour Code.
- Business Companies and International Counterparts – Under the terms of Bulgaria’s membership in the European Union, the scope of business activity has extended greatly. One of the fundamental principles of the Union is the free movement of goods and services. An undisputed fact is that, with population of above 500 million of citizens as of 01.01.2017, the possibilities increase manifold. Within the European
- Economic Area, a number of Directives and Regulations are available which establish conduct and obligation rules for the persons wishing to operate on the unified market, whereas for third parties, this matter is regulated by the rules of international law. Such entrepreneurs are advised as a must to hire advisors for the purpose of observing the legislative framework:
In the field of Business and Corporate Law, “Ivanchov & Partners” offer to our corporate clients the following services:
- Choosing an appropriate legal form at starting a business (LTD – Limited Liability Company, SLTD – Solely-owned Limited Liability Company, JSC – Joint-Stock Company, SJSC – Solely-owned Joint-Stock Company, LP – Limited Partnership);
- Advice on Tax Law and challenging of inspection certificates at court;
- Legal support regarding Labour Law;
- Assignment of company shares;
- Change of the legal form;
- Sale of business companies;
- Advice on European and international law;
- Preparation of franchise contracts in relation with setting foot on international and European markets;
- Legal service of foreign legal entities regarding the establishment of business in Bulgaria;
- Establishment of individual concepts regarding risky counterparts;
- Strategies during collection of receivables;
- Insolvency procedures and other creditor rights;
- Liquidation of business companies;
- Preparation of papers and documents of any nature concerning the activity of business companies;
- Legal support on insurance issues;
- Assistance with respect to the communication with bank institutions on any occasions;
- Preparation of general terms;
- Legal investigation of potential counterparts;
- Commission contracts, leasing contracts, and transportation contracts;
- Preparation of securities;
- Preparation of documents for procedures of differentiated nature;
- License regimes regarding transport companies, taxi activity, pawnshops, pharmacies and many others;
- Purchasing of real estates and accompanying documents;
- Representation before State and Municipal authorities;
- Litigation under trade actions before all court instances;