Frequently Asked Questions

Costa Rica primarily offers two business structures: Sociedad Anónima (S.A), similar to a corporation, and Sociedad de Responsabilidad Limitada (S.R.L), resembling a Limited Liability Company (LLC).

A Sociedad Anónima is a distinct legal entity with separate ownership, and its capital is divided into shares. Key advantages include asset protection, legal capacity for business transactions, and a clear separation of responsibilities between the company and its owners.

Forming a Sociedad Anónima requires a minimum of four individuals to establish a board of directors, consisting of: President, Secretary, Treasurer, and Fiscal.

A Sociedad de Responsabilidad Limitada is an LLC where each participant assumes sole accountability for the capital contributed. Partners benefit from limited liability, being responsible only for their contributed amount in case of company debts.

Company Name: Must be unique and verified for availability in the National Registry.

Registered Address: Provided as part of the service, or the physical address in Costa Rica.

Legal Representation: Designation of individuals for specific roles, including President, Secretary, Treasurer, Fiscal, or Managers.

While there’s no set minimum in Costa Rican law, the capital must be defined in the bylaws. It can be established with as little as 20 USD, with a clear indication of its distribution, for example, through shares or quotas.

Opening Bank Accounts: Necessary for managing finances through local financial institutions.

Registration with the Tax Administration: To comply with tax obligations for economic activities.

Municipal Patents: Additional permits may be required, depending on the business type and location.

Corporate Tax: Annual payment based on the company’s activity status.

Transparency and Ultimate Beneficiary Registry: Shareholders’ Registry at the Central Bank for transparency and preventing money laundering.