Legislators Amend Public Offering of Securities Act at First Reading

Nikolay Zabov, Nelly Zheleva

Deputy Minister of Finance Lyudmila Petkova (centre) addressing Parliament, Sofia, October 9, 2026 (BTA Photo/Minko Chernev)

Sofia,

09.10.2026 10:21

(BTA)

Without debate, with 178 votes in favour and seven abstentions from Vazrazhdane, Parliament adopted at first reading amendments to the Public Offering of Securities Act on Friday that were tabled by the Council of Ministers. The amendments aim to modernize the regulatory framework of the Bulgarian capital market by transposing the provisions of Directive (EU) 2024/2810, Deputy Minister of Finance Lyudmila Petkova reported when presenting the bill.

Petkova added that the bill strikes a balance between three key objectives: improving companies' access to capital, protecting investors and enhancing market transparency. The draft legislation would enable companies wishing to raise capital through a multilateral trading facility, including via the growth market of a multilateral trading facility, to attract new investors and capital without the founders and key shareholders automatically losing control over the company's strategic management. To this end, a structure involving shares with enhanced voting rights will be established.

A dual qualified majority threshold is envisaged to protect minority shareholders. In this regard, resolutions of the general meeting of shareholders, which are taken by a qualified majority in accordance with the Commerce Act, would be adopted by a qualified majority – simultaneously, of the votes cast and of the shares represented at the general meeting.

Transparency requirements are also set out, with companies required to disclose information on the various classes of shares, the rights and restrictions attached to them, as well as on holders of shares carrying enhanced voting rights where these represent more than 5% of the voting rights.

/IV/