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| Costa
Rica |
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 Profile
of Costa Rica
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| Tax
facts |
| Our
Services |
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Located in Central America between Nicaragua and Panama, Costa Rica gained independence from Spain in 1821. Now politically and economically stable, its main sources of revenue are electronics exports, tourism and agriculture.
The Costa Rican corporate legal system is like the country
itself ‘user friendly’. Incorporating is fairly
straightforward and cost effective, formation of the company
as in most offshore situations is the first step to doing
any other kind of business.
There are restrictions on foreign investment in the state-owned monopolies of telecoms, distilleries, insurance, media, electricity and petrol refining. Any other activity apart from banking, mutual fund and public investment management is permitted. There is no distinction between onshore and offshore businesses as such: there is no tax to pay on foreign-source income. A Costa Rican Sociedad Anonima (SA) is a very attractive corporate vehicle in a jurisdiction open to international trade and investment. Although the government requires disclosure of the identity of the beneficial owner, blank endorsed shares allow for total privacy.
- Expanding local economy
- Low government fees
- No tax on offshore profits provided that a yearly tax report is filed
- No limit on activities outside Costa Rica
- Minimal authorised share capital
The Costa Rican corporate legal system is like the country itself ‘user friendly’. Incorporating is fairly straightforward and cost effective, formation of the company as in most offshore situations is the first step to doing any other kind of business.
Formalization
of a business venture in Costa Rica, as in most other jurisdictions
comes in a variety of packages: |
- General Partnership (Razón Social)
- Limited Partnership (Compañia)
- Limited Liability Company (Socidad de Responsabilidad
Limitada)
- Corporation (Sociedad Anónima)
The Sociedad Anónima (S.A) is probably the
most popular. Comparable to the ‘inc’ in the United
States, the S.A confers upon the holder(s) the right (and
obligations) to do corporate business in Costa Rica.
To start a Sociedad Anónima (S.A) at least
two stock holders must be named, and there must be at least
three officers: President, Secretary and Treasurer. One person
can hold various offices. A fiscal should also be named,
in theory, this position is the corporate controller. There
also must be a designated resident agent, a person responsible
for judicial and administrative notifications which might
arise during the life of the corporation. The resident agent
must be a resident of Costa Rica though not necessarily an
attorney.
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Choosing
a corporate name is important. The name of the corporation
must be in spanish and unlike any other name already in
use. Before the registration of the corporation, the attorney
responsible for the work should check the registry carefully
to determine the uniqueness of the chosen name. The corporate
name will be the exclusive prperty of the company. Simultaneously
with the registration of the corporation, a Cédula
de Persona Jurídica will have to be requested.
Analogous to a federal tax number, the Cédula
de Persona Jurídica allows the corporation to
operate freely in the market(s) defined in the corporate
charter.
With
the new tax laws just passed by the government, keeping
corporate books up to date has become very important. These
books (minutes of the board of directors meeting, minutes
of the shareholders meeting, registrat of shareholders,
and three accounting books Mayor, Inventario, and Diario)
must be kept upto date, accurately reflecting the activities
of the corporation. Under the new tax law, if any tampering
with the books is found, the corporate officers face fines
and/or imprisonment.
Incorporation
usually takes 3 or 4 weeks. No corporate business can take
place before the process is complete. Should a person be
in a hurry, some attorneys have new, clean corporations
duly registered and ready to go and we can locate one of
these for you. Cost for these is about the same, but there
is no choice of names. A bit more overall caution should
be excercised if this route is chosen.
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The
business environment in Costa Rica is rapidly changing. New
laws impacting on every aspect of corporate life have recently
been passed and more are on the way. The strictness of these
laws reflect the governments desire to restrucute its house
in such a way as to address the internal needs of the Costa
Rican people as well as those of the visitors that this beautiful
country attracts. In a counrty with the reputation of being
somewhat unstructured, these new laws represent, basically,
a new way of life for all.
Regardless
of the changes in the business community, Costa Rica is still
an attractive placce in and from which to do business |
Profile
of Costa Rica |
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No
disclosure to authorities required |
| Geographic
location |
Central
America; |
| Population |
4,133,000 - 2007; |
| Native
Language |
Spanish; |
| Currency |
Costa
Rican Colon; |
| Politically |
Parliamentary
Democracy; |
| Legally |
Costa
Rica is a civil law country, which means that the organisation
of the legal system is derived fom the French Napoleonic
Code as opposed to English common law; |
| Constitutionally |
Democratic
Republic. |
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Tax
Facts
| Personal
Income |
Resident:
Tax
exemption on profits for 8yrs, then 50% exemption
for next 4 yrs.
Non resident: Nil |
| Corporate |
Resident:
Tax
exemption on profits for 8 yrs, then 50% exemption
for next 4 yrs
Non resident: Nil
Exempt companies: Nil |
| Witholding |
5%
on dividends. Also borrowers pay 8% on interest payments |
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Incorporation
Costs
| Incorporation
Fee |
£795 |
$1590 |
€1150 |
Plus government fees of US$34, resident director etc. frre (if
applicable) & annual registered office / registered agent
provision fee of £542, $1090 or €785
Orca Rating for Costa Rica
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registration efficiency |
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banking facilities |
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system |
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stability |
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We usually have shelf companies available for immediate
purchase, all companies are provided with a complete kit
including:
- statutory
registers;
- share
certificates;
- 10
copies of the M&A;
- common
seal;
- company
chop.
If
you prefer us to form a company in your choice of name,
it will take between 10 and 21 days for the company kit
and the statutory documents to arrive. We recommend you
select two or three alternative names in case the first
choice is unavailable.
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