One of the top choices in Central America for investors and company owners wishing to launch or grow their enterprises in the country. Along with having close links to the United States, Costa Rica is renowned for welcoming visitors and investors from outside. A Sociedad Anónima (S.A.) or corporation needs three directors, a president, a secretary, a treasurer, and at least two shareholders. Shares of the corporation’s stock may be transferred by endorsement, but first, the transfer must be recorded in the shareholder registry book.
Steps involved in registering a company in Costa Rica
The steps to form a company are as follows:
Register your business name
Verify if the name is accessible on the online platform of the Registry of Companies (Registro Nacional de la Repblica de Costa Rica) and register it if it is. The verification may be done online, however, registration must be done in person at the offices. It’s crucial to remember that the business name must be translated into Spanish and must be written in English. All firms in the nation must be registered with and under the control of the Costa Rican Registry of Companies. Its goal is to make sure that everyone gets access to information.
Prepare and sign all necessary paperwork
If the shareholder and business information are in English, a local translator must translate them into Spanish and fully legalize them. To ensure that the firm has all the essential papers, this step must be completed at the beginning of the country’s incorporation process. It is not required to have local legal representation in the country since they may be foreigners, but they must have all of their legal and personal details.
File articles of incorporation
The organization of the company is permitted by the articles of incorporation. This document is crucial for the creation of a business since it will serve as the organization’s skeleton and govern how it is conducted. This document must contain:
- Business name
- Information about share capital
- Business operations
- Registered office / physical location
- Organizational framework
- Information about extinction and liquidation
To ensure that it contains all necessary information, this document needs the legal counsel and endorsement of a Costa Rican attorney. All shareholders must sign the articles of incorporation, and their signatures must be notarized. The nation provides a website where businesses may upload their articles of incorporation. Its name is Crear Empresa, and its objective is to speed up the paperwork review and approval process.
Get your taxpayer ID and register the business as a taxpayer
To get a taxpayer identification number, or Numero de Identificación del Contribuyente (TIN), provide all supporting papers to Costa Rica’s Ministry of Finance. The usual company tax rate is 30%. However, it may be lesser depending on the size, nature, and gross revenue of the firm.
Open a business bank account
Each bank in Costa Rica provides a variety of accounts with various advantages based on the arrangement and objectives of the business. It is advised that the bank provide reasonable pricing frameworks for global transactions. Additionally, it’s crucial to keep in mind that certain banks could impose limits on overseas transactions for businesses with foreign owners. This is an important consideration for your company setup plan since choosing a bank with accommodating rules will affect when your new business may begin operating. Among the paperwork needed to create a bank account in Costa Rica are:
- The Registry of Companies’ certificate of registration
- Certificate of share distribution
- Registration office location
- Corporate bylaws
The first funding for the business will be deposited into this bank account. Some incorporation costs are also paid with the initial capital.
Register the employees at the Costa Rican social security
The Caja Costarricense de Seguro Social (CCSS), or the Costa Rican Social Security Agency, must be contacted to register workers as the last stage in the formation of a firm in Costa Rica. Every month, the employer is required to contribute to each employee’s healthcare fund. The CCSS is in charge of providing top-notch medical treatment as well as aiding its donors with social problems including unemployment. The business must get labor risk insurance as well to cover the expenses of workplace accidents.
