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Buying off-plan in Bulgaria: how should you investigate the company behind the project?

Before signing and making a substantial payment, identify the exact company, representation, filings, security interests and land rights — without mistaking due diligence for a guarantee.

Kalchev Law FirmA law firm publication
2 min readPublished: Legal review pending

The essentials

  • The project's commercial name is not enough; identify the legal entity that will sign the contract and receive your money.
  • Commercial Register filings, financial statements and the Central Register of Special Pledges provide due-diligence signals but do not guarantee future solvency or completion.
  • Company research must be reconciled with rights over the land, construction documents and the payment schedule.

In a Bulgarian off-plan purchase, the marketing name of the development, the “investor” in the brochure and the company signing your contract may not be the same legal person. The first step is therefore not a general reputation search but identifying your exact counterparty and the entity controlling the rights needed for the project.

Start with the exact legal entity

Request the company name, Unified Identification Code and draft contract before making a substantial payment. In the Commercial Register, check current status, authorised representatives, publicly relevant ownership or corporate information, capital, filed changes, published documents and circumstances such as liquidation where applicable.

If one company offers the contract, another owns the land and a third performs construction, map their roles. Common branding or group affiliation does not automatically make one company liable for another company's obligations.

Read financial statements as evidence, not a guarantee

The Commercial Register publishes annual financial statements for traders required by law to file them. They can indicate scale, assets, liabilities, results and historical development, but they are backward-looking information. A filed statement does not certify that the company will have sufficient funds to complete your particular project.

Compare several periods where available and investigate abrupt changes, missing filings or a corporate profile that appears inconsistent with the promised project's scale. These are reasons for further questions, not automatic proof of misconduct.

Check registered security interests as well

The Central Register of Special Pledges records special pledges and provides searches and certificates concerning a pledgor's file. Financing or security is not inherently negative; the point is to understand what is secured, for whose benefit and whether it affects payments or assets on which your transaction relies.

Separately check the Property Register for title and encumbrances over the land and relevant property rights. Strong-looking company accounts cannot substitute for missing or unclear rights over the development site.

Connect the corporate review to the contract and construction file

Identify the developer or contracting authority, the owner of the land or building right, the company signing with you and the account receiving your payments. Review construction documentation and project stage separately. Payment milestones should be connected to clearly defined and verifiable contractual facts rather than only calendar dates or marketing promises.

No registry search guarantees the future

Registry due diligence reduces information risk; it is not a credit rating and does not guarantee solvency, timing or quality. Its purpose is to identify inconsistencies early and decide what evidence, contractual safeguards or payment changes are needed before you commit.

Practical guidance

What to do, step by step

01 / 05

Identify your exact counterparty

Do not investigate only the project name or marketing brand.

  • Obtain the company name and UIC shown in the draft contract.
  • Check who is authorised to represent and sign for that company.
  • If several companies are involved, map who owns the land, who builds and who receives payments.
02 / 05

Review the Commercial Register history

Look for a coherent history rather than relying on one isolated figure.

  • Check current status, published acts and material corporate changes.
  • Compare available annual financial statements across several periods.
  • Ask for specific explanations and evidence where filings are missing or change abruptly.
03 / 05

Check security interests and property rights

The company's corporate condition and the project's property rights are separate due-diligence questions.

  • Search the Central Register of Special Pledges for relevant registered security.
  • Check title and encumbrances over the development land in the Property Register.
  • Do not assume an affiliated company automatically guarantees your contractual counterparty.
04 / 05

Reconcile the company with the construction documents

The contract, land rights and construction file should form a coherent legal structure.

  • Identify the developer/contracting authority and the legal basis for construction.
  • Check the applicable permits and current project stage.
  • Understand why each participating legal entity has its particular role.
05 / 05

Tie payments to verifiable conditions

Neither published accounts nor a well-known brand guarantee future performance.

  • Define payment triggers and the evidence required for each milestone.
  • Avoid large advances based only on a marketing timetable.
  • Where material risk remains, consider contractual protection, a different payment structure or declining the transaction before non-refundable payment.

Review an off-plan developer and project

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This article is for general information only. It does not constitute or replace individual legal advice.