---

Costa Rica Incorporation Services

Through this Website you will find the professional assistance you need to create new Costa Rican Corporations or acquire Shelf Companies in Costa Rica, also known as  ready made corporations or aged corporations. There are different kinds of corporations in Costa Rica, so feel free to ask for advice to our specialized and highly qualified consultants about the kind of corporation you need to execute your intended objective.

Costa Rica is a country that is reputed to be the safest and most business friendly of tax havens in Latin America for new businesses, offshore investments and offshore incorporation. Costa Rica treats onshore and offshore businesses in the same manner. The basis of taxation is territorial, with both residents and non-residents paying tax on Costa Rican income, while foreign-source income is not taxed.

Costa Rica is located in the center of the American Continent. The capital and financial center is San Jose. Costa Rica is one of the most discreet offshore centers in the world and enjoys economic and political stability making it a popular tax haven. Its legal system is based on the Spanish Civil Law.

Types of Corporations in Costa Rica

There are different types of corporation in Costa Rica, so here we provide a brief description of the most common used ones. Also to incorporate in Costa Rica you have to take into account the requirements involved in the incorporation of a Costa Rican Corporation (S.A.) or a Limited Liability Company (L.L.C. or L.T.D.A.):

Sociedad de Responsabilidad Limitada (Limited Liability Company)

The Sociedad de Responsabilidad Limitada (L.T.D.A. or L.L.C.) was created as an alternative to the Sociedad Anónima (S.A.) (described below). It is simpler to operate than a S.A. since it does not require many formal acts to function. This makes it suitable for small business enterprises.

The main characteristics of the limited liability company are, that the liability of the shareholders is limited to the amount of their capital contribution, the capital is divided into individual registered quotes which cannot be sold to the public unless previously offered to other partners (first right of refusal), the company is made up of a minimum of two quote holders with no limit as to the maximum number of shareholders allowed.

This kind of corporation is managed by one or several MANAGERS who may or may not be shareholders. While the simplicity of the operation is a benefit of this form of incorporation the draw back is the limitation on the ability to transfer ownership of the LTDA to third parties.

The LTDA can be handled by a manager with broad powers of attorney. There can also be more managers or vice-managers, as deemed appropriate by the owners.

Sociedad Anonima

In Costa Rica the Sociedad Anónima is the most common used corporation form of business organization. The main features are that the liability of the shareholders is limited to their capital contribution and stock ownership in the corporation is easily transferred to third parties (endorsement of shares).

The Board of Directors is the supreme organ of the corporation and it expresses the collective disposition of the partners. The following positions should be assigned in the Board of Directors of the company:

1. President
2. Secretary
3. Treasurer

Additionally, a Controller (which cannot be family related with any other Board Member) and a Resident Attorney or Agent has to be designated. The Resident Attorney or Agent must be an Attorney at Law in Costa Rica. In general, the positions outlined above are the minimum necessary for incorporation purposes and do not exclude the possibility of appointing vice-presidents, managers and others. Moreover, your disposition concerning which member(s) of the Board of Directors will have Powers of Attorney in the company and if those powers will be exercised jointly or separately (at least the President has to have powers to represent the company, both in court and out of court) is necessary.

Our Expert Costa Rica Companies team is made of highly qualified experts which will guide you step by step to incorporate in Costa Rica whether by creating a new company or acquiring shelf companies. We offer our clients: anonymity, limited liability, asset protection, tax minimization.

Costa Rica Company – Key Facts

Share Capital

Standard authorized share capital is CRC10,000 divided in to 100 shares of CRC100 each. Minimum paid up share capital is CRC2,500.

Classes of Share Available

Registered shares, shares of no par value, preference shares, redeemable shares and shares with or without voting rights.

Bearer Shares

Not permitted.

Restrictions on Trading

Banking, insurance, assurance, reinsurance, fund management, collective investment schemes, trust management, trusteeship business provision are not permitted.

Registered Office Required

Each Costa Rica Company must have a Registered Office in Costa Rica, provided by a licensed service provider.

Directors

A Costa Rica Company requires a minimum of three director. Director can be of any nationality and need not be resident in Costa Rica. Corporate directors are permitted.

Shareholders

A Costa Rica Company requires a minimum of two shareholder.

Publicly Accessible Records

No.

Nominee Shareholders and Nominee Directors

Allowed.

Location of Meetings of Directors and Shareholders

Anywhere.

Personal Presence Required

No.

Taxation

Nil.

Double Taxation Treaty Access

USA.

Requirements to File Accounts

None.

Requirement to File Annual Return

Yes.

Audit Requirements

None.

Currency

Costa Rican Colón (CRC).

Exchange Control

None.

Language of Name

Latin alphabet. The Registrar requires a Spanish translation.

Restricted Words

Words such as “Assurance”, “Bank”, “Building Society”, “Royal”, “Trust Company”, “Trustee Company” etc. will require justification.

Name of a Company

The words “Sociedad Anonima” or “S.A.” must be part of the name of every Costa Rica Corporation.

Time to Incorporate

24-72 hours. The normal incorporation process takes 2-4 weeks but currently our firm is one of the few in the country that uses digital incorporation to expedite the process.

Incorporate in Costa Rica Today!

Now is truly the time to Incorporate in Costa Rica and get established offshore before it’s too late!

Take advantage of our many years of experience and let us help you every step of the way.

Your business is important to us and we guarantee professional service.

For more information regarding Costa Rica Corporation, Costa Rica Offshore Company or Costa Rica Company Formation. please get in touch with our staff through the contact form below or e-mail us to [email protected], and our professionals will contact you soon.

---

• Costa Rica Incorporation

October 14, 2016

Comments are closed.