🇨🇷 Costa Rica
Costa Rica is a politically stable Central American hub with territorial taxation and a strong lifestyle draw for relocating founders.
Who it suits
Who it does not
Living
Known for its “pura vida” lifestyle, biodiversity and stability, with a popular residency route for remote workers and investors.
Business
A limited liability company (SRL) or corporation (SA) is the usual vehicle; the country is an established nearshoring and services base for the Americas.
Tax
Costa Rica taxes on a territorial basis, so foreign-sourced income is generally outside scope; locally-sourced corporate profits are taxed up to 30%.
Figures are indicative and change over time. We confirm the current rules, rates and requirements for your specific situation before you commit.
How incorporation works
- EntityChoose between the SRL and the SA. The SRL has managers and quotas and is simpler to run; the SA has a full board of officers and is the usual choice where the business will be licensed or will take outside capital.
- NameClear the name with the National Registry. The naming rules were tightened recently, and a rejected name costs a whole filing round.
- Notarial deedA Costa Rican notary draws up and executes the constitutive deed. Non-residents normally sign through an apostilled power of attorney rather than travelling.
- RegistrationThe notary files the deed with the Mercantile Section of the National Registry, which issues the corporate identification number.
- Books and registersLegalise the corporate books and the register of shareholders or quota-holders.
- Tax registrationRegister with the tax authority for the corporate taxpayer file, and for VAT where the activity requires it.
- Beneficial-owner declarationFile the beneficial-ownership declaration with the Central Bank register. The filing requires a Costa Rican digital signature, so in practice a local representative makes it under power of attorney.
- Bank accountOpen the account. Costa Rican banks are thorough about source of funds and generally expect a resident representative. This is the slowest part of the process.
What we need from you
- Apostilled passport copies for every shareholder, manager and beneficial owner
- Recent proof of address for each of them
- An apostilled power of attorney for the local notary and representative
- Two or three preferred company names, in order
- A description of the business and where its income will arise
- The quota or share split
- Source-of-funds evidence for the capital and for the bank
- Parent-company documents where a corporate shareholder is used
What you end up with
- Constitutive deed and the entry in the National Registry
- Corporate identification number
- Legalised corporate books
- Register of quota-holders or shareholders
- Tax registration, and VAT registration where applied for
- Registered address and resident agent
- A corporate pack banks and counterparties will accept
Every year after that
- The annual tax on legal entities, payable whether or not the company trades
- A corporate income tax return
- The education and culture stamp
- VAT returns where registered
- An annual beneficial-ownership declaration to the Central Bank register, with an update whenever ownership changes
- Keeping the resident agent and the registered address in place
Common questions
What does territorial taxation actually mean here?
Costa Rica taxes income from a Costa Rican source, and genuinely foreign-source income is generally outside the charge. But source is decided by where the activity happens, not by where the customer pays from, and the authorities have been tightening that analysis.
SRL or SA?
The SRL is lighter: managers rather than a full board, and quotas with a right of first refusal built in. The SA suits licensed activity and outside investment. For most foreign owners holding assets or running a small operation, the SRL is the sensible default.
Do I have to come to Costa Rica?
Not to incorporate — an apostilled power of attorney covers that. For the bank account you usually do, or you appoint a resident representative who can act and attend.
What has to be filed if the company does nothing?
The annual tax on legal entities and the beneficial-ownership declaration. Dormant companies get struck off and their owners fined for missing these, and it happens regularly.
Is ownership public?
No. The beneficial-ownership register sits with the Central Bank and is open to the authorities rather than the public. Shareholders of an SA are not published either — but the register exists and is reported into every year.
How long does the whole process take?
The deed and the registration run to a couple of weeks once the apostilled documents have arrived. It is the documents and the bank account, not the registry, that make it longer.
Set up your company in Costa Rica
Tell us about your business and we will confirm whether Costa Rica is the right fit — and handle the full incorporation.
- A reply within one working day
- The first consultation is 30 minutes
- Confidential, no obligation