Costa Rica Companies Frequently Asked Questions (FAQs)
Disclaimer: The following questions are a collection of real questions formulated to GLC over the years which we believe represent some of the most common questions that individuals interested in creating a company or corporation in Costa Rica normally have. Our answers ARE NOT in any way legal advice, they are just general information provided as a reference so that the general public might obtain a better understanding of the process of forming a company in Costa Rica. Any unauthorized copying, alteration, distribution, transmission, performance, display or other use of this material is prohibited. As Costa Rican lawyers, we are not allowed by the Costa Rican Bar Association from providing legal advice without the prior existence of a client/attorney relationship, in order to obtain legal advice for your specific case we encourage you to seek specialized legal advice.
1. I would like to talk to someone about create a new corporation and transferring my assets to that corporation. Can you help me?
Answer: Absolutely. In Costa Rica only lawyers who are authorized as Notary Public can incorporate local companies. A minimum of two Partners retain the services of a specialized attorney in company formation and then the professional prepares a public deed with the Articles of Incorporation adjusted to the specific business activity of the future Partners.
Once both Partners define important details such as business activity, share distribution, legal representation, registered address, and dividend distribution, the Notary transmits the authorized and executed public electronically to the National Registry.
At the National Registry, the company formation request is assigned to a specialized Registrar for revision in order to determine that the legal formalities were ALL met and if everything checks then the company will be registered officially in a period that ranges between 24- 72 hours after being properly submitted.
Once registered the company will obtain a corporate identification number which is 3-101 plus 6 more unique digits for S.A.s (Sociedades Anónimas) or 3-102 plus 6 more unique digits for S.R.s (Sociedades de Responsabilidad Limitada). The corporate identification number known in Spanish and in Costa Rica as the cédula jurídica represents the existence of the new company to legal life. Once registered the company will be able to conduct any type of legal activity allowed in Costa Rica and internationally.
Some of the most popular uses of Costa Rican companies are:
- To launch a local and/or global business
- To purchase local assets
- To open local corporate bank accounts
- For asset protection purposes
3. I am a US individual who is now involved in a business operation in Costa Rica. I am seeking consultant and advice for restructuring of an existing business corporation and other matter related banking between US and Costa Rica. I need an attorney who is experienced in corporate law and fluent in English to deal with contacting shareholders who are living in the US. Can you assist me?