Download getting_certified_june_2013

Procedure and required documents for receiving a
Certified Investor status
Sofia
June 2013
Agenda
• Investment promotion act and investment certificates
–
–
–
–
What is the Investment Promotion Act?
Who can become a certified investor?
What are the investment classes?
What are the threshold amounts and benefits for certified investors?
• Application materials for certified investors
– Checklist of all required documents
– Description and snapshots of required documents
Page 2
What is the Investment Promotion Act?
•
The Investment Promotion Act, developed in 2004, last amendments
in 2013 supports prospective investors to Bulgaria by introducing a
system of incentives.
–
•
Last revision of the Investment Promotion Act takes into account regulation 800/2008
of the European Commission on the application of Articles 87 and 88 of the Treaty to
national regional investment aid.
Companies, fulfilling the set of criteria outlined on the next several
slides, are eligible for receiving the “Certified Investor” status, which
confers the following benefits:
–
Purchase of state or municipal lands (the so called “частна държавна” and “частна
общинска”) or acquisition of limited real rights over such lands without a tender
procedure
–
Shorter terms for administrative services
–
Financial support for selected infrastructure elements (roads, water, etc.)
–
Financial support for selected professional trainings of the personnel
–
Reimbursement of social insurances for 24 months
Page 3
What is the Investment Promotion Act?
•
The “Certified Investor” status is granted by the Ministry of
Economy, Energy and Tourism of Bulgaria, after an application
by the Bulgarian Investment Agency.
–
–
Documents should be submitted to the Bulgarian Investment Agency, and the
application is afterwards processed and forwarded to the Ministry of Economy,
Energy, and Tourism.
Approximate time for obtaining a certified investor status after receiving the
necessary set of documents: 30 days for processing the application at the
Bulgarian Investment Agency and 14 days at the Ministry of Economy, Energy,
and Tourism.
Page 4
Who can become a Certified Investor?
Requirements under the 2010 revision of the Investment Promotion Act
•
Investment must be related to one of the following activities:
–
–
–
–
•
At least 80% of future income of the investment project must come from the
following industries:
–
–
–
–
–
–
–
–
•
Setup of a new enterprise
Extension of an existing enterprise or activity
Diversification of the output of an enterprise or activity into new additional products
Fundamental change in the overall production process of an existing enterprise or activity
Manufacturing
High-tech activities in the field of information technologies and services
Research and development
Education
Human health care
Warehousing and support activities for transportation, which includes supporting production
activity services (operation of warehouses and transport infrastructure - airports, ports etc.)
Program products
Technical analysis and outsourcing, accounting services and call centers
Employment must be created and maintained for at least 3 years (for SMEs)
and 5 years for large enterprises
–
For investments in existing organizations, the project must lead to a net increase in the
number of employees, compared to the average number for the previous 12 months
Page 5
Certified Investors with classes A & B
•
•
Depending on their value, investments are divided into classes A, B
and Priority investment projects.
The benefits for Certified Investment Projects classes A & B are as
follows:
–
–
•
Class A: All benefits for Class B investors plus personalized administrative services
for implementation of the investment project and financial aid for infrastructure
elements.
Class B: Short terms for administrative services, acquiring land (or obtaining limited
real rights) under preferential terms, financial aid for professional training.
Threshold Amounts for Certified Investment Projects classes A & B:
Type of Investment
Class A
Class B
Generic case
BGN 10 million
BGN 5 million
Investment in regions with high unemployment
BGN 4 million
BGN 2 million
Investments in the high-tech manufacturing
BGN 4 million
BGN 2 million
Investments in the high-tech services, R&D, education
and healthcare
BGN 3 million
BGN 1.5 million
Page 6
New certification ground – creation of new job places
•
For manufacturing industry:
Class A – BGN 4 million and 150 jobs
Class B – BGN 2 million and 100 jobs
•
For services:
Class A – BGN 1 million and 150 jobs
Class B – BGN 0.5 million and 100 jobs
•
Threshold amounts must be invested within a 3-year period from the date of receiving
the Certified Investor status and must be maintained afterwards for at least 3-year
period (for SME) and 5-year period for large enterprises.
Type of Investment in
municipalities with high
unemployment rate or high-tech
activities in manufacturing
Class A
Class B
New open job places
25 new jobs
10 new jobs
High-tech services
50 new jobs
25 new jobs
Page 7
Certified Investors for Priority Investment Projects
•
Priority investment projects may be related to all sectors of the economy
in accordance with the requirements of Regulation (EC) N:800/2008. The
benefits for Priority Investment Projects are as follows:
–
–
–
–
–
•
All incentives for investors Class A and Class B
Institutional support, including the creation of a special workgroup by the council of
ministers
Financial grants up to 50% for high-tech activities and up to 10% for manufacturing
projects
State tax exemption regarding change of land status
Possibility for setting up public-private partnerships
Threshold amounts and new working places requirement for Priority
Investment Projects:
Type of Investment
Min Amount
Employees
Generic case
BGN 100 million
200
Development of an industrial zone
BGN 50 million
100
In municipalities with high unemployment rate
BGN 50 million
100
High technology of the industrial sector
BGN 50 million
100
Development of high-tech parks
BGN 30 million
50
Investments in the high-tech services, R&D, education and healthcare
BGN 20 million
50
Page 8
Checklist of documents for certifying:
The final version of all required documents must be in Bulgarian
•
•
•
•
Application for the certification of an investment project (+ appendix)
Investment Project description
Recent court certificate of current status (only for companies that have
not been entered in the Commercial Register)
Standard form declarations:
–
–
–
–
–
–
–
–
–
–
–
Declaration that the applicant is in stable financial condition and has no out-of-court
settlements
Declaration of standard data, based on the enterprise size
Declaration for the origin of financial resources
Declaration for notification in case of changes in the terms of the investment project
Declaration for previously received government subsidies
Declaration for commencement of work on the investment project
Declaration for providing information about the investment project annually
Declaration that the project is not part of privatization, concession or compensatory
(offset) agreements
Declaration for unification code of physical and / or legal entities
Declaration for lack double financial support for the new jobs created
Declaration for lack of fired and re-employed people for the purposes of reimbursement
of social insurances
Page 9
Checklist of documents for certifying:
•
Documents certifying the financial ability to carry out the investment
project, for example:
–
–
–
–
•
•
•
Proof of own resources
Loans and credit contracts (including financial lease contracts under EC regulation
800/2008)
Bank guarantees / other guarantees
Letters of commitment by the owners of capital
Recent document for the absence of financial obligations to the state or
to municipalities.
Recent certificate for lack of criminal record.
Notary deed or other document for land ownership (if any).
Page 10
Application form for the certification
•
•
•
•
Official name: “Заявление по
чл.18 от ЗНИ за издаване на
сертификат за клас инвестиции”
The application is a standard
document, which can be e-mailed
upon request.
An appendix, outlining key
information about the investment
project must be supplied, together
with the application form (please
see following slides for examples).
The final version of the document
must be filled in Bulgarian.
Page 11
Appendix to the Application form for the certification
•
•
•
•
•
Official name: “Приложение №1 по
чл.4, ал. 1 от ППЗНИ към
заявлението по чл.18 от ЗНИ за
издаване на сертификат за клас
инвестиции”
The appendix to the Application
form is required for the certification
of every project.
The document is typically 3-4 pages
long and includes key information
about the investment project.
The appendix has a standard
format. A sample can be e-mailed
upon request.
The final version of the document
must be filled in Bulgarian.
Page 12
Investment Project Description
•
The investment project description is
typically 15-20 pages long and includes:
–
–
–
–
•
•
key information about the investor
details about the project
implementation schedule
other financial and workforce data
A sample investment project description
is available in the Bulgarian Investment
Agency and can be e-mailed upon
request.
The final version of the document must
be filled in Bulgarian.
Page 13
Mandatory elements of the Investment Project description
(1/3)
•
Information about the investor, including:
–
–
–
–
•
Business name, registered office, identification data (codes, etc), according to the
Bulgarian or national legislature of the investor
Disclosure of the entities with registered ownership stake above 10% in the
investor firm
Revenue information for the latest 3 years with breakdowns by country, industry,
and main product groups
Employee headcount
Information about the investment project, including:
–
–
–
–
–
Goal of the investment, in terms of tangible and intangible assets
Breakdown of the investment by assets and years
Timeline for the implementation and subsequent maintenance of the acquired
assets under the investment project
Investment location and information about the current owner of the land
Information about sources of funding and breakdown of acquisition targets under
the investment project by year and by source of funding
Page 14
Mandatory elements of the Investment Project description
(2/3)
•
Information about the investment project, including:
–
–
–
–
–
5-year production and marketing strategy, including forecasted volumes, target
markets, brief description of production technology / equipment, etc
Headcount projections and schedules for personnel training
5-year financial model / forecasts
Description of the project’s ecological impact
List of subsidies, requested under the Investment Promotion Act
Page 15
Mandatory elements of the Investment Project description
(3/3)
•
•
According to current legislature, the investment project description
must include a table for the investment values (broken down by
asset types and by year). The table must include the project’s start
month and end month, and must also cover the entire 36 month
period.
A sample table follows. Note that the final version must be in
Bulgarian.
July – Dec 2010
2011
2012
Jan – June 2013
Total (36 months)
Land
Buildings
Equipment
Other
Intangibles
TOTAL
Page 16
Declaration for stable financial condition
•
•
•
•
Official name: “Декларация
по чл.5, ал.1, т.3 ППЗНИ”
The declaration states that the
applicant is not in a state of
bankruptcy or liquidation, has
not suspended its regular
business activities and has no
out-of-court settlements with
its creditors that could affect
its assets or financial state.
The declaration has a
standard format. A sample
can be e-mailed upon
request.
The final version of the
documents must be filled in
Bulgarian.
Page 17
Declaration with standard data, based on enterprise size
•
•
•
•
Official name: “Декларация по
чл.5, ал.1, т.4 ППЗНИ”
The declaration states that the
applicant is a large enterprise
(or a small / medium one).
Almost all companies, applying
to the InvestBulgaria Agency,
fall under the large enterprise
designation.
The declaration has a standard
format. A sample can be emailed upon request
The final version of the
documents must be filled in
Bulgarian.
Page 18
Declaration for the origin of financial resources
•
•
•
•
Official name: “Декларация
по чл.5, ал.1, т.7 ППЗНИ”
A declaration that states the
origin of the financial
resources for the project
The declaration has a
standard format. A sample
can be e-mailed upon
request
The final version of the
documents must be filled in
Bulgarian.
Page 19
Declaration for notification in case of changes in the
terms of the investment project
•
•
•
•
Official name: “Декларация
по чл.5, ал.1, т.10 ППЗНИ”
The declaration states that in
case of major changes in the
investment project terms, the
Ministry of Economy will be
notified immediately.
The declaration has a
standard format. A sample
can be e-mailed upon
request
The final version of the
documents must be filled in
Bulgarian.
Page 20
Declaration for commencement of work on the
investment project
•
•
•
•
Official name: “Декларация
по чл.5, ал.1, т.11 ППЗНИ”
The declaration states that
the company is applying for a
certificate for investment
class (or for priority
investment project) before
the beginning of the work on
the represented investment
project
The declaration has a
standard format. A sample
can be e-mailed upon
request
The final version of the
documents must be filled in
Bulgarian.
Page 21
Declaration for providing information about the
investment project annually
•
•
•
•
Official name: “Декларация
по чл.5, ал.1, т.12 ППЗНИ”
The declaration states that
the company will submit
information annually to the
Executive Director of the
Invest Bulgaria Agency on
the development of
investment project.
The declaration has a
standard format. A sample
can be e-mailed upon
request.
The final version of the
documents must be filled in
Bulgarian.
Page 22
Declaration that the project is not part of privatization,
concession or compensatory (offset) agreements
•
•
•
•
Official name: “Декларация
по чл.5, ал.1, т.13 ППЗНИ”
The declaration states that
the investment project is not
implemented in connection
with privatization or
concession agreements, or
compensatory (offset)
agreements.
The declaration has a
standard format. A sample
can be e-mailed upon
request
The final version of the
documents must be filled in
Bulgarian.
Page 23
Declaration for unification of physical and/or legal entities
•
•
•
Official name: “Декларация по чл.6a
ал.2 ППЗНИ”
The declaration states that in the
event the applicant is a natural person
or a combination of natural and/or
legal persons, the investment project
must mandatorily provide for
incorporation of a legal person within
the meaning given by Article 17 of the
Investment Promotion Act, with the
newly incorporated legal person being
bound by the application and the
investment project as submitted by the
natural person or by the combination.
The declaration should be completed
only when applying for a certificate
person or unincorporated association
of individuals and / or legal entities.
Page 24
Declaration for previously received government subsidies
•
•
•
•
Official name: “Декларация
За Държавни Помощи по чл.
34 т.3 и чл.42 ал.1 т.4
ППЗНИ”
The declaration states that the
applicant has (or has not)
received government
subsidies. The second page
of the document lists the
subsidies received (if any).
The declaration has a
standard format. A sample
can be e-mailed upon
request.
The final version of the
documents must be filled in
Bulgarian.
1
2
Page 25
Letter of commitment by the owner of capital
•
•
•
A letter of commitment could
be used as one of the
documents to certify the
financial ability of the
company to carry out the
investment project.
The letter must refer to the
official name of the
investment project, identify
the stake, which would be
financed by the owner of the
capital.
The document must be
printed on a corporate
letterhead and accompanied
by a certified Bulgarian
translation.
Page 26
Document for the absence of financial obligations to the
state or to municipalities
•
•
•
Official name:
“Удостоверение за
наличието или липсата на
задължения”
This document is obtained
from National Revenue
Agency (Национална
Агенция за Приходите).
The documents state the
existing financial liabilities to
the state or to local
municipalities, or the lack
thereof.
Page 27
Document for lack of criminal record
•
•
•
•
•
Official name: “Свидетелство за
съдимост”
This document is obtained from the
country of residence of the owner /
the management body of the
investor company.
The document states the existence
or lack of criminal record for the
owner or the management body of
the investor company.
This document can only be issued to
an individual, not to a legal entity.
The Bulgarian Investment Agency
accepts documents from foreign
courts or bureaus. However, they
must be translated in Bulgarian by a
licensed translation agency.
Example
(German)
Example
(Bulgarian)
Page 28
Declaration for lack of double subsidy for new jobs
created
•
•
•
Official name: “Декларация
по чл. 5, ал.1, т.14 от
ППЗНИ”
The declaration states that
new job places for the project
shall (or shall not) receive
double government subsidies.
The declaration has a
standard format. A sample can
be e-mailed upon request.
The final version of the
documents must be filled in
Bulgarian.
Page 29
Declaration for absence of fired and re-employed
workers
•
•
•
Official name: “Декларация по
чл. 5, ал.1, т. 15 от ППЗНИ”
The declaration states that non
of the new job places includes
recently fired employees from
the company or affiliated
companies. The declaration has
a standard format. A sample can
be e-mailed upon request.
The final version of the
documents must be filled in
Bulgarian.
Page 30