Non-monetary contributions to the capital of commercial companies, regulated in Art. Art. 72-73 of the Commerce Act (CA), also called "in-kind" (from French apport en nature like subject contribution), are that initial property expressed by the value (numerical) quantity[1], through which the commercial company is formed[2], and forms its capital. As a rule, the value of the capital can be reflected only in Bulgarian levs, by argument from Art. 3, para. 1 of the Accountancy Act (AA), as well as from Art. 25, para. 2 of the Bulgarian National Bank Act (BNBA), defining the Bulgarian lev as a legal tender, and according to arg. from Art. 117, para. 1, 161, para. 1 of the CA, determining the minimum capital in BGN, i.e. even if there are subject contributions, they should be valued in Bulgarian levs, thus the indicated value becomes the capital of the trading company, which value is public to all third parties.
The Commerce Act in art. 72, para. 5 sets a single limitation in the subject of contribution contributions - they cannot have future work or services as their subject. However, this does not mean that work already done or services already performed cannot be the subject of a non-monetary contribution[3]. The non-cash contribution can be any transferable property right[4] – property rights on movable and immovable property, limited property rights, receivables, transferable participations in other companies, rights to intangible goods such as patents for inventions, useful models, brands, industrial designs, know-how[5], rights to available and non-available securities, and the rights can be future, conditional, fixed, disputed, extinguished by statute of limitations, aggregates, de facto relations in personal companies and others.
Capital in foreign currency
About non-monetary accounts receivable installments, it is interesting to note, without commenting on the ways of assessing claims and the peculiarities of that they can be not only in Bulgarian levs, but also in foreign currency[6]. However, the question of whether it is permissible to have a company registered in Bulgaria is of even greater interest paid-in capital in foreign currency, which should not be presented as a non-monetary contribution.
So e.g. in Decision No. 1698 of 10.08.2018 of the SCC pursuant to No. 1069/2018. an interesting case was considered, in which a company incorporated in Belgium, with paid-in cash capital in euros, was refused by a registration official to move its registered office and re-register in Bulgaria, not because the capital was paid in euros at the time of incorporation in Belgium, although revalued in BGN equivalent at the fixed exchange rate, but because the capital in levs is presented with accuracy to the penny, and not in whole numbers - levs. Because of this one first confirmed refusal, the company wishing to move to Bulgaria, with an initial capital brought into Belgium of €7,000, which corresponds to BGN 13,690.81, was increased by BGN 309.19., in order to reach the round number of BGN 14,000, and a new application was submitted for moving the registered office and for registration in Bulgaria. The second refusal of the registration officer was also confirmed as there was no report from an auditor of the capital of the converting Belgian company, with Decision No. 260399 of 19.11.2020 of the SGS pursuant to No. 1311/2020 and with Decision No. 203 of 04/07/2021 of the SAC pursuant to Order No. 2/2021 The third refusal of the registration officer, however, was repealed by s Decision No. 127 of 21.09.2021 of the SGS pursuant to No. 1458/2021, indicating the entry of the stated circumstances and registration of the company[7] - which currently has a capital of BGN 14,000, of which 7,000 euros were paid in 2013 to Credit Agricole Strasbourg branch, and BGN 309.19 were paid into the company's Bulgarian account.
Without going into details, the case is not so much about the reflection of the capital to the penny or to the whole lev, but about the legal framework and regulation of the transfer of the registered office of a commercial company from one EU member state to another, which is a conversion. Agreed Judgment of 12 July 2012 in Case C-378/10, VALE Építési, ECLI:EU:C:2012:440, initiated by a preliminary inquiry, Articles 49 Treaty on the Functioning of the European Union (TFEU) and 54 TFEU apply in the case of a cross-border reorganization of a company, i.e. when a company incorporated in a Member State transfers its seat to another Member State, and for this purpose its entry in the commercial register in the Member State of origin is simultaneously deleted, the owners of the capital approve the deed of incorporation of the new company in accordance with the law of the host Member State and the latter company applies for entry in the commercial register in the host Member State in accordance with the law of the latter /Decision No. 553 of 24.10.2018 of the OS - Plovdiv pursuant to No. 730/2018./. Possibility of cross-border transformation of limited liability companies, registered in accordance with the legislation of one Member State, into limited liability companies regulated by the legislation of another Member State, without the need for prior establishment and registration of the successor company in the Member State of destination, is expressly regulated by Directive (EU) 2019/2012 of the European Parliament and of the Council of 27.11.2019, but the deadline for transposition of the cited directive expires on 31.01.2023., which is why, until the adoption of the necessary legal and by-law provisions for the implementation of the directive, the regulations applicable in the Republic of Bulgaria for the registration of a cross-border conversion of a company registered in another member state into a company registered in the Republic of Bulgaria are precisely the provisions of Art. 265d – 265c of the CA and Art. 56c - 56f of Ordinance No. 1 of 14.02.2007 /Decision No. 260399 of 19.11.2020 of the SGS pursuant to No. 1311/2020/.
Despite these clarifications, it is not about establishment of the company under Bulgarian legislation with capital in foreign currency, a for relocation and registration of a foreign company with capital in currency in Bulgaria, there is an example of cash contribution to the capital, which is not in Bulgarian levs. This naturally raises the question of whether it is possible for the capital to have been contributed in any currency, and in particular in some type of cryptocurrency.
Intangible assets as a subject of contribution
Since it is practically difficult to enumerate all the types of rights that may be eligible subject of importation, the doctrine lists the characteristics that the subjects must meet[8], namely property right (of economic value and subject to assessment), transferable (not excluded from civil circulation), to contribute to the guarantee function of capital (be redeemable in individual or universal enforcement, marketable or fit to serve as collateral).
The opinion is advocated in the literature[9], that cryptocurrencies cannot be the subject of a non-monetary contribution to the capital of commercial companies, as it is difficult to prove ownership rights over them, that the same can hardly be valued, and that enforcement over them is impossible. I consider such a conclusion deeply incorrect, to say the least because not every subject of the non-monetary contribution can be enforced[10] in a general sense, with the best example of this being the contributions of "know-how"[11].
In practice, there are many known cases of contribution of production or commercial experience in capital commercial companies, and that of significant value, without having in any way affected the capital adequacy of the company, or the fulfillment of obligations towards creditors. So e.g. aport of commercial experience (know-how) in the sale of inks, chemicals and related products for the printing industry, thanks to which a network of 122 permanent customers has been built, was carried out and estimated at BGN 356,500.[12]. Import of project management and shopping center marketing know-how it was carried out and estimated at BGN 1,814,000.[13]. As a special type of assessable property right, accounting know-how is filed either under an accounting standard[14] 4 (SS 4) – accounting for depreciation, or under SS 38 – intangible assets[15]. As the subject of a contribution, know-how is valued and accounted for as a long-term intangible asset, which raises the relevant question of the accounting treatment of cryptocurrencies.
Cryptocurrency Accounting and Valuation
Cryptocurrencies, as a new accounting object, create quite a few difficulties in both accounting and law. For accounting purposes, cryptocurrencies do not meet the definition of cash and cash equivalents under IAS 7, nor as financial instruments under IAS 32. To unify accounting practice, The International Financial Reporting Standards Clarification Committee (IFRSCC) publishes its opinion of 12.06.2019, in the nature of an interpretative ruling that applies mandatorily, according to which cryptocurrency held by enterprises should be accounted for in accordance with International Accounting Standard 2 (IAS 2) as inventory if the cryptocurrency is held for sale in the ordinary course of business, or under IAS 38 – intangible assets[16] (as know-how is treated) if used as a medium of exchange or investment purposes[17].
In this regard, it can undoubtedly be assumed that cryptocurrencies are assets of economic value subject to valuation. The valuation method depends on the applicable standard, with IAS 2 and IAS 38 the initial valuation being acquisition cost and subsequent valuation varying between the lower of acquisition cost and net realizable value, fair value less costs to sell, acquisition cost minus accumulated depreciation and impairment or fair value less accumulated depreciation and impairment and acquisition cost (purchase price plus direct transaction costs).
For for the purposes of the contribution, the valuation of cryptocurrencies should be carried out at market value, taking into account the costs of the transaction - the transfer of ownership of the company, and taking into account the margin in price variations[18]. And the market value should be defined as their current price at the last trade, which would be paid on the same terms between unrelated persons, similar to the valuation of shares, according to Art. 5, para. 1 of Ordinance on the requirements for the content of the justification of the price of the shares of a public company. In this regard, specifying a lower installment value than the estimate is highly recommended[19], in fulfillment of Art. 72, para. 3 of the CA, since the technical time for preparing an assessment, submitting registration documents and considering them is sufficient for large fluctuations in the price of the cryptocurrency, which is also tied to the price of the US dollar, as the currency in which they are trade. With the so-called "asset-backed token"[20] – stablecoins (e.g. Tether: USDT, USD Coin: USDC, TerraUSD: UST) the value of the cryptocurrency is tied to the value of the US dollar, and it does not vary independently - one unit of cryptocurrency is always exchanged for one unit of monetary currency. In the case of stablecoins, the market value is tied to the exchange rate of the corresponding monetary currency, and the determination of the material interest should be carried out through currency conversion at the exchange rates of the central banks, according to market value.
Transferability of cryptocurrencies
Cryptocurrencies are not legal tender[21], are not regulated, but the same can serve to acquire rights, by agreement of the parties[22], i.e. may represent contractual means of payment /in this meaning Judgment of 22 October 2015 in Case C‑264/14 of the CJEU, ECLI:EU:C:2015:718/. It is important to point out that the understanding of the legal nature of cryptocurrencies is evolving. For example, in 2019 The European Securities and Markets Authority determines that certain cryptoassets meet the conditions to be considered financial instruments as defined in Art. 4, par. 1, item 15 of Directive 2014/65/EU of the European Parliament and of the Council on markets in financial instruments, and as such are regulated by the current legislation, but precisely as financial instruments[23]. For the purposes of tax law, the Bulgarian courts also define Bitcoin as “other negotiable instruments" in the sense of Art. 135, § 1, b. d) from Council Directive 2006/1/2/EC of November 28, 2006 on the general system of value added tax /Decision No. 2047 of 25.11.2019 under Adm. d. No. 1395/2019 of the Administrative Court - Burgas, Decision No. dated 09.04.2019 under adm. No. 668/2018 of the Administrative Court - Pernik/, referring to the Advisory Committee on VAT, established on the basis of Art. 398 of Directive 2006/112/EC, unanimously adopted this opinion at the 101st session of 20.10.2014.
In this line of thinking, the possibility of ownership of a given cryptocurrency is not contested in Bulgarian judicial practice and legislation, on the contrary – ownership of cryptocurrency is treated with all the consequences thereof, including tax. To what extent there is no express regulatory obstacle or prohibition to own and trade a given cryptocurrency, the same should be considered transferable, i.e. is not taken out of the civil circulation, and therefore to meet the condition for importation. Since the contribution is a derivative method of acquisition by the company[24], the cryptocurrency importer should prove ownership of it. The property on a given cryptocurrency as a rule and in view of their nature is proven by possession of the private key, by which dispositional actions may be performed. Naturally, its disclosure carries dangers, which is why it should not be done completely. Apart from that, proof of ownership of cryptocurrency should be done by all possible collateral methods – invoice statements, hashes of transactions for paid mining fees or hashes of transactions made from exchanges, statements with payment history in applications of fintech providers electronic money, an exchange statement showing the acquisition of the cryptocurrency, confirmation emails for the transfer made and other verification methods.
Cryptocurrency transactions are informal, and in the general case they have as their subject generically defined and replaceable things in a broad sense. Pursuant to Art. 73, para. 2 of the CA and Art. 24 of the Obligations and Contracts Act (OCA) the transfer of the rights under the contribution takes place by virtue of the contract itself (the consent), without the actual delivery of the items being necessary. In this case the transfer of ownership of the cryptocurrency, subject to the contribution, follows the agreement itself through the company agreement or the articles of association, respectively through the creation of the company[25]. The actual transfer of the cryptocurrency can be done in any way – transfer of the private cryptographic keys to a digital wallet, or their physical transfer on a physical medium. It is possible to make an exchange transfer or a transfer in a fintech application. The proof of the actual delivery should be carried out with all kinds of evidentiary means.
Guarantee function of the contributed cryptocurrency
The importance of capital as collateral for creditors, as well as its guarantee function, are not shared unequivocally. Capital has two main functions - economic and legal - the economic is expressed in the fact that it is a material basis for carrying out the company's activities[26], and the legal one - capital is a guarantee for creditors that the company owns property[27]. Creditors are interested in having sufficient liquid assets to satisfy themselves in case of default or bankruptcy. Lack of liquid assets is an obstacle to satisfying creditors, no matter how large the capital[28]. Also the guarantee function of capital does not overlap with the guarantee function of property, as third-party creditors are satisfied from the property and not from the capital[29]. Separately, they are already available in commercial circulation platforms that accept cryptocurrencies and blockchain assets as collateral against providing cash loans[30], which speaks volumes about their security function. But even with this clarification, it is worth considering the possibility of individual or universal enforcement targeting cryptocurrency.
In enforcement, discovering ownership of cryptocurrencies can be challenging, as their very nature generally precludes keeping a record of their ownership[31]. However, this is not entirely true, as at present for all persons who professionally provide exchange services between virtual currencies and recognized non-gold-backed currencies and for wallet providers who offer custodial services, the MFIP introduces the need for entry in a public register, according to Art. 9a of MAMLA, under the terms of Ordinance No. H-9 of 08/07/2020, before starting the activity (Art. 2, Para. 1 of the Ordinance). This means, first of all, that the bailiff may request information from all persons entered in the publicly accessible register[32], regarding transactions carried out or storage of cryptocurrencies, in wallets administered by these same persons – these operations are currently not covered by banking secrecy. Art. 431, para. 2 of the Civil Procedure Code (CPC) obliges state institutions, municipalities, organizations and citizens to provide assistance to the bailiff, and according to para. 3 of the same article, the bailiff has the right to access information from all persons who keep property registers or have data on the debtor's property[33]. The same information can be requested from any fintech company or company providing similar services enabling the acquisition of cryptocurrency.
What has been said should also be applied in relation to the trustee, based on Art. 658, para. 1, items 1, 2, 5 and para. 3 of the CA[34], which has even wider powers. The trustee can also track the deposit of funds in exchanges, on which cryptocurrencies are traded, by requesting a statement of the insolvent debtor's accounts, since the receiver in practice represents the debtor[35] – has active representative functions and material and legal standing, and may subsequently request information from the relevant exchanges on the availability of cryptocurrencies or other funds. Even more, the bankruptcy trustee has internationally recognized competence throughout the European Union pursuant to art. 21 of Regulation (EU) 2015/848 of the European Parliament and of the Council of 20 May 2015 on insolvency proceedings[36], and may request assistance from companies outside the territory of the country.
The cryptocurrency lien accordingly, it can be carried out by prohibiting access to his digital wallet, in which the same is stored - the seizure is imposed by notifying the debtor and the third party storing it, and specifying the thing that is being seized - arg. from Art. 450 of the CPC in conjunction with Art. 507, para. 2 and para. 3 of the CPC[37]. Access should be effectively prohibited by the person providing the storage or trading service, on pain of liability in case of non-execution of the arrest notice, if this is technically possible. Apart from that, the garnishment takes effect when it is communicated to the debtor, who from the moment the garnishment is imposed, the debtor is deprived of the right to dispose of the claim or the object and cannot, under fear of criminal liability to alter, damage or destroy the object (Art. 451, Para. 1 of the CPC).
The cryptocurrency inventory should also not cause a particular difficulty, as long as it is sufficient to indicate its type, as well as the public key and address of a wallet in which it is stored - without disclosing in any way the private key with which it is transferred. Its seizure itself can be on a physical medium, it can also be through a transfer to the bailiff's wallet, for which a protocol must be drawn up under Art. 434, para. 2 of the CPC, or the same should be indicated in the inventory protocol.
The bracket should be opened here, that the creation of obstacles for the bailiff to exercise his powers under Art. 431, para. 2 and 3 of the CPC, as well as non-cooperation by the debtor and third parties may be a crime under Art. 275, para. 1 of the Criminal Code (CC), as there are enough examples from practice according to the specified composition /Decision No. 3059 of 7.11.2012 of RS - Varna under a. n. d. No. 2435/2012, Decision No. 170 of 6.03.2014 of RS - Pazardzhik under a. n. d. No. 2338/2013, Decision No. 139 of 02.1.2010 of RS - Plovdiv under n. a. x. e. No. 5392/2009 and others./. Therefore, the refusal of assistance from third parties, providers of services related to cryptocurrencies and wallets can have serious consequences.
Alone sold in cryptocurrencies, in my opinion, should be carried out according to the order of the public sale of real estate, which is mandatory if the total value of the cryptocurrency is over BGN 5,000, according to Art. 474, para. 5 of the CPC. Although the possibility of stock market sale, the law is far from referring to decentralized crypto exchanges in art. 474, para. 3 and para. 4 of the CPC, therefore this option should be rejected. The judicial practice also perceives the possibility of selling movable property with a value of less than BGN 5,000 according to the procedure for the public sale of real estate, as it is the strictest type of auction with the greatest guarantees of achieving a high price /Decision No. 125 of 2.03.2012 of the OS - Veliko Tarnovo according to City Decree No. 224/2012, Decision No. 263171 of 17.05.2021 of the SGS according to city ordinance No. 3609/2020. – in the last case study, gold coins were sold/. There is no obstacle to carry out another type of sale in bankruptcy proceedings, if the meeting of creditors has decided this - art. 717 of the CA.
After the public sale, the execution authority must perform the transfer of the private key of the cryptocurrency. From that moment on, the buyer should choose whether to keep it, or change it, or immediately dispose of the cryptocurrency.
This brief statement does not claim to be exhaustive, but only to suggest that even in the current Bulgarian legislation there are mechanisms for enforcement of cryptocurrencies, which is another argument in favor of the possibility of their importation. The practical difficulties of discovering and seizing keys and wallets may prove insurmountable (but such may arise with all movable and immovable property), which does not mean that our law is altogether inapplicable to the realization of such assets, if such assets are discovered. at the debtor, at the present time. In the US, for example, similar auctions of seized cryptocurrencies have been taking place for years[38]. Such events are also successfully held in Germany[39].
The Swiss experience
The first successful attempt to establishment of a commercial company with non-monetary contribution of cryptocurrency - Bitcoin, dates back to 2018 in Switzerland, with the company SwissCrypOne GmbH[40], EIC: CHE-490.918.641, which is established with a capital of 20,000 Swiss francs, contributed by a non-monetary contribution of 3.6875 bitcoins. To date, there are dozens and perhaps hundreds of such companies, and due to the increased interest in such an opportunity to establish a cryptocurrency company The authorities of the canton of Zug publish a special leaflet explaining the main requirements for the registration of a company with a non-monetary contribution in cryptocurrency[41]. A brief reading of the Swiss legislation in this regard is curious, and shows significant similarities with the Bulgarian legislation.
According to Art. 633 of the Swiss Federal Code of Obligations (FCO) (in force from 01.01.1912, final change from 01.01.2022) cash contributions of the founding capital of a commercial company must be deposited in an institution subject to the Federal Law of November 8, 1934 on banks and savings banks for the exclusive use of the company, and the institution can lend the money only when the company is entered in the commercial register. The contributions in question, according to Art. 634 of the FCO, meet the requirement for contributions only when: 1. they are made on the basis of an agreement for a contribution contribution made in writing as a public act; 2. upon entry in the commercial register, the company immediately acquires ownership and the right to dispose of them or an unconditional right to enter them in the property register; 3. a founding report with audit confirmation is available.
Swiss case law accepts[42], that the asset that is the subject of a contribution should be "capital" (activateable), i.e. property of value, available (available), transferable (übertragbar) and marketable (verwertbar)[43]. The assets, according to Art. 959, para. 2 of the FCO are capital, if they can be included in the balance sheet - they should be recorded in the balance sheet as assets if, due to past events, they can be sold, a cash flow is probable, and their value can be reliably estimated. Other assets cannot be entered on the balance sheet. Transferability, next, related to the absence of contractual or regulatory restrictions, e.g. bans. If a cryptocurrency is established in the market, and no illegal activities are associated with it, it is considered a transferable asset. Availability of the asset or cryptocurrency, as a condition of the basis. Art. 634, item 2 of the FCO, relates to the possibility for the company to acquire the private key of the cryptocurrency and make a transfer. The asset is marketable if it can be legally transferred to a third party, and there is at least a limited market for it (beschränkter Markt). From a cryptocurrency perspective, such a market exists if daily trading volumes are significant. The Swiss practice of the cantons (federal states) shows that some of the individual commercial registers check the list[44] with cryptocurrencies and the more advanced it is, the more likely the contribution will be accepted.
Additional requirements are that the company agreement or the founding act reflect the relevant contribution (Art. 628, Para. 2 of the FCO), a written statutory report, which reflects the nature and state of the contribution contributions or acquisitions in kind and the appropriateness of their assessment or report at capital increase (Article 652e of the FCO), as well as the report to be checked and confirmed by an auditor (Article 635a or 652f of the FCO). The contribution can be made upon presentation of an agreement by the person making the contribution, with its full description (as far as possible), type and amount, according to Art. 634, item 1 of the FCO.
Instead of a conclusion
Cryptocurrencies as an asset have a growing importance and application in the economy. The need for their legal regulation is increasing, but this does not mean that they are removed from the law at all, or that they do not fit into any framework. The Property Act, promulgated in 1951, says that energy is a movable thing. But the electric current from the end of the 19th century became the driving force of the second industrial revolution, and the lack of adequate regulations regarding the transmission of energy has been the subject of publications[45] even years after the first power plants were built in the country. As derivatives of the energy required for the computing power that supports them, cryptocurrencies are the basis of a kind of financial and technological revolution, which, however, in Bulgaria seems to continue to be unnoticed, and even worse – denied. We can only hope that it will not pass us by completely.
Ivan Nikolaev, attorney-at-law
[1] Gerdzhikov, O. Commentary on Commerce Act. Book two. Sofia, "Sophi-R", 2000, p. 379.
[2] Kalaidzhiev, A. Trade companies. Personal companies. Limited Liability Company. Sofia, "Sibi", 2014, p. 70. Kalaidzhiev, A. Targovtsi. Sofia, "Sibi", 2021, p. 160.
[3] Goleva, P. Commerce Act. Book one. Sofia, "Feneia", 2009, p. 151. Goleva, P. Commercial law general part. Sofia, "Apis", 2014, p. 191.
[4] In detail - Kalaidzhiev, A. Trade companies. Personal companies. Limited Liability Company. Sofia, "Sibi", 2014, p. 75. Kalaidzhiev, A. Targovtsi. Sofia, "Sibi", 2021, p. 165.
[5] Gerdzhikov, O. Commentary on Commerce Act. Book one. Sofia, "Sophi-R", 2007, p. 390
[6] See e.g. "ReySat Bulgaria" EOOD, EIK 121447219, "EUROFIELDS BG" EOOD, EIK 160064909, etc.
[7] "INTEA FR" EOOD, EIK 206694003.
[8] A good summary of the views in the literature is made by Petrov, A. Contrbutions-in-kind. Sofia, "Siela", 2018, p. 85 et seq.
[9] Petrov, A. The exchange. Sofia, "Siela", 2018, p. 147.
[10] The author has in mind a public sale, as de jure this is not impossible, e.g. in bankruptcy proceedings with permission from the court.
[11] This right has no special regulation and legal protection, because no patent or other document is issued for it to be protected - Gerdzhikov, O. Commentary on Commerce Act. Book one. Sofia, "Sophi-R", 2007, p. 390.
[12] "SUN CHEMICAL PUBLICATION BULGARIA" EAD, EIK 201841403.
[13] "STRAND BURGAS" OOD, EIK 175128082.
[14] National accounting standards, annex to PMS No. 46 of 21.03.2005, amended, no. 15 of 19.02.2019
[15] Svrakov, A. Accounting, 2021. Sofia, IC "Labor and Law", 2021, p. 266.
[16] Brezoeva, B. Accounting, 2021. Sofia, IC "Labor and Law", 2021, p. 301.
[17] Brezoeva, B. Accounting treatment of cryptocurrency according to the IAS. Accounting, taxes and law, vol. 08, IC "Labor and Law", 2021, p. 18.
[18] For example, the currency was valued at 5% below the current market value.
[19] An extreme example of this would be the valuation of one unit of Bitcoin (BTC), which at the time of writing is trading at over USD 39,000, at a dollar rate of BGN 1.79648, which is equivalent to BGN 53,894.40, on e.g. 30,000 dollars, and BGN 10,000, or even the minimum of BGN 2 for an OOD, should be recorded as the value of a non-monetary contribution. Thus, at the time of registration of the company, it will be certain that the amount of the contribution is lower than the estimate.
[20] According to the proposal for a Regulation of the European Parliament and of the Council on cryptoasset markets and amending Directive (EU) 2019/1937 (MiCA).
[21] Details on the issue - Tsvetanova-Mincheva, A. Is the virtual currency Bitcoin a means of payment according to the Payment Services and Payment Systems Act? Electronic edition "Challenging the Law!", 2018 - https://www.challengingthelaw.com/informacionno-pravo/platejno-sredstvo-li-e-bitcoin/
[22] According to a letter ext. No. BNB – 108809/19.09.2014 of the deputy governor of the Bulgarian National Bank, the virtual currency "Bitcoin" is not legal tender.
[23] Opinion of the European Securities and Markets Authority of 9 January 2019 to the Commission on Initial Coin and Crypto Asset Offerings.
[24] Kolev, N. Trade companies. Sofia, IC "Labor and Law", 2021, p. 110.
[25] Kalaidzhiev, A. Trade companies. Personal companies. Limited Liability Company. Sofia, "Sibi", 2014, p. 70. Kalaidzhiev, A. Targovtsi. Sofia, "Sibi", 2021, p. 89. Kalaidzhiev, A. Targovtsi. Sofia, "Sibi", 2021, p. 180.
[26] Cryptocurrencies as a contractual means of payment can be used for commercial activity, but also for trading with other crypto-assets, at lower transaction fees than traditional cash payment.
[27] Stefanov, G. Commercial law. Veliko Tarnovo, "Abagar", 2001, p. 45.
[28] Kalaidzhiev, A. Trade companies. Personal companies. Limited Liability Company. Sofia, "Sibi", 2014, p. 71. Kalaidzhiev, A. Targovtsi. Sofia, "Sibi", 2021, p. 163.
[29] Gerdzhikov, O. Capital trading companies. Sofia, IC "Labor and Law", 2011, p. 51.
[30] Decision No. 7125 of 9.12.2020 of the AdmS - Sofia under adm. d. No. 6656/2020
[31] However, if the address to which a person receives cryptocurrencies and from which he sends cryptocurrencies is known, all transactions that he received and made can be seen, if the structure of the cryptocurrency itself allows this - https://www.blockchain.com
[32] https://nra.bg/wps/portal/nra/registers-i-spisuci
[33] Popova, V. Bulgarian civil procedural law. Sofia, "Siela", 2020, p. 1044.
[34] The right to receive assistance - see Madanska, N. The receiver in bankruptcy proceedings under the Commerce Act. Sofia, "Siela", 2016, p. 200.
[35] Madanska, N. The receiver in bankruptcy proceedings under the Commerce Act. Sofia, "Siela", 2016, p. 264 ff.
[36] See Dragiev, D. Challenge: Bankruptcy!. Sofia, "Siela", 2018, p. 338.
[37] See Obretenova, O. Civil Procedure Code. Sofia, IC "Labor and Law", 2017, pp. 1286 and 1384 et seq.
[38] https://www.usmarshals.gov/assets/2018/bitcoinauction/
[39] https://www.justiz-auktion.de/1-Bitcoin-147503
[40] The company's lot in the commercial register of the canton of Zug is freely available at https://www.zefix.ch/en/search/entity/list/firm/1341217.
[41] https://www.zg.ch/behoerden/volkswirtschaftsdirektion/handelsregisteramt/merkblaetter/informationen-zur-anmeldung/Merkblatt%20ueber%20Liberierung%20mit%20Kryptowaehrungen.pdf/download.
[42] Siffert, R., Petrović, S., Jakšić, T. Payment of the Capital Contribution of a Company Limited by Shares in a Cryptocurrency, Zagreb, 2019.
[43] Directive of the Swiss Federal Commercial Register of 15 August 2001, par. 3 and 4.
[44] www.coinmarketcap.com
[45] Tsonev, T. The need for electricity legislation in our country. Magazine of the Bulgarian Engineering and Architecture Society. XIX, 1914, no. 33, p. 259.
