Баланс на половете в управлението на публичните дружества

As of 25 September 2026, new rules on the representation of women and men in the management of certain public companies are in force in Bulgaria.

The amendments introduce specific requirements not only regarding the composition of management bodies, but also regarding the way new members are selected, how their selection is documented, and what information must be publicly disclosed.

For the companies concerned, this means that gender balance is no longer merely a matter of good corporate practice, but of specific legal obligations.

Which companies are affected?

The new rules do not apply to all public companies.

They apply to certain public companies under the Public Offering of Securities Act, while micro, small and medium-sized enterprises remain outside their scope.

This means that the first step for every public company is to determine whether it falls within the scope of the new rules at all.

What is the objective?

The law sets a target for representatives of the underrepresented sex to occupy at least 33% of the positions in management bodies. This may be a management board and a supervisory board, or a board of directors, depending on how the company is organised.

In practice, the required number of members depends on the total number of persons in the relevant body. For example, in a five-member board, the target is for at least two persons to be of the underrepresented sex.

It is not only about reaching a certain percentage

One of the most important changes concerns the way new members of management bodies are selected.

Where the company has not yet achieved the required balance, the selection must be based on clear and predetermined criteria. These criteria must be the same for all candidates and must be applied consistently throughout the procedure.

This means that companies will need to pay greater attention not only to the final result, but also to how the selection process itself has been conducted.

What happens if two candidates are equally suitable?

If two candidates have similar qualifications, competence and professional experience, the law provides for preference to be given to the candidate of the underrepresented sex. However, this does not mean automatic selection solely on the basis of sex.

There may be other objective and non-discriminatory reasons that justify the selection of another candidate. It is therefore particularly important for the reasons for the decision to be clearly documented.

Candidates will have the right to more information

A person who has participated in the selection procedure may request information on:

the criteria used in the selection process;
the way in which the candidates were compared;
the reasons why a particular candidate was selected.

The company must provide this information within 14 days.

In practice, this makes well-prepared documentation even more important, as the company must be able to show how the decision was made and on what criteria it was based.

The general meeting is also affected

The new rules also affect the preparation of general meetings of shareholders.

Where a member of a management body is to be elected, the materials for the general meeting must include information on the gender balance requirements and the consequences of non-compliance. This means that companies must take the new requirements into account already when preparing the agenda and materials for the relevant general meeting.

Greater reporting and transparency

The companies concerned will have to disclose more detailed information about the composition of their management bodies. This includes the number of women and men, the percentage represented by the underrepresented sex, and information on whether the target has been achieved. If the target has not been met, the company will have to state the reasons and the measures it plans to take.

This information must also be published on the company's website. The first reporting under the new regime will take place in 2027 for the 2026 reporting year.

The Financial Supervision Commission, in turn, will publish a list of the companies that have achieved the prescribed target, with the first such list to be prepared by 30 June 2027. 30 юни 2027 г.

What should companies do now?

The new rules have been in force since 25 September 2026, and the companies concerned have six months to bring their activities into compliance.

In practice, this means a deadline of 25 March 2027.

During this period, public companies should check:

whether they fall within the scope of the new rules;
whether the current composition of their management bodies meets the requirements;
whether their selection procedures contain clear and objective criteria;
whether decisions on the selection of members are documented in sufficient detail;
whether the materials for the general meeting need to be updated;
how the new public reporting obligation will be organised.

What does this mean in practice?

The most significant change is not only the requirement for a certain percentage of representation. The new regime requires a clearer and more transparent process for the selection of members of management bodies.

For public companies, this means more advance preparation, better-formulated selection criteria and more detailed documentation of decisions.

KGK Law Firm can assist in assessing whether the new rules apply to a particular company, reviewing and updating selection procedures, preparing documentation for general meetings, and complying with the new reporting requirements. If you need assistance, do not hesitate to contact our team!