Incorporating a company is just the first step. Whether it’s used to hold assets or for offshore purposes (inactive), or to carry out business operations within Costa Rica (active), there are initial legal obligations that must not be overlooked. Below is a practical checklist that applies in both cases:
Legal Books
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Issue the Shareholders’ Meeting Book and the Shareholders’ Registry Book.
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In the case of a Sociedad Anónima, the Board of Directors Book must also be issued.
- These books can be physical or digital. Digital books require an electronic signature authorized by the Central Bank of Costa Rica.
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The Shareholders’ Registry Book must show the capital distribution from the outset.
Ultimate Beneficial Owner Registry (RTBF)
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Deadline: 20 business days after the company’s registration.
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What it is: declare the individual(s) who ultimately own the capital stock.
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How to file: through Central Directo using an authorized digital signature.
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If the legal representative cannot obtain a digital signature due to nationality, they may grant a broad power of attorney to a third party.
Corporate Tax Payment
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Deadline: This tax must be paid within 30 calendar days of the company’s registration.
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Amount: The amount is calculated proportionally up to December 31 of the registration year.
Obtaining the NITE (Tax Identification Number)
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If the legal representative holds a Costa Rican ID card (cédula), the system links it automatically.
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If they do not have a Costa Rican ID or residency card, a separate procedure is required to register them as legal representative before the Tax Authority.
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The appropriate process depends on each case and should be assessed accordingly.
Keeping your company in good standing is essential to avoid rejected filings, penalties, or even automatic dissolution.
Author: Estefanía Brenes
At GLC Legal, we guide our clients through every step to ensure their companies are secure, compliant, and ready to operate when needed.
Want to confirm if your company is up-to-date? Contact us — we’ll gladly review it for you.
If you would like to learn more about this topic, as well as other corporate issues, please write to estefania@glclegal.com.
