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Offshore Company Formation Costa Rica

Updated on Tuesday 15th May 2018

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Even though is not a traditional offshore jurisdiction, Costa Rica offers great incentives for the foreign companies who whish to open companies here. No taxes on income or profits are charged. The activities of the company are not subject to the exchange of information between Costa Rica and other countries. No minimal share capital is required at registration. Another major advantage is the exemptions offered for the business opened in the free zones.

The income, the VAT, the Consumption Tax and the custom duties for machinery, equipment and materials are fully excluded from taxation for a period of 12 years, followed by a period when only a half of the taxes are paid for a period of 6 years.


The incorporation of the limited liability company in Costa Rica is based on the registration of the Articles of Association in the Mercantile Public Registry.

1. The first step for starting a company in Costa Rica is to choose the name/names of the future company, which has to be unique and in Spanish (if it’s in English a certified translation must be provided), followed by the termination SRL or Sociedad de Responsabilidad Limitada.

2. The Articles of Association are registered in the Mercantile Public Registry. No minimal share capital is required at registration.

3. The company must have at least two founders, liable for the company’s debts only in extend of their contribution to the capital. The names of the managers must be provided by the Articles of Association and must be published in the official Gazette and registered in the Mercantile Public Registry.

4. Another legal requirement is keeping the account statements and book and submits it to the Tax authorities. The following books must be kept: Minute Books for Shareholders' meetings, Journal, General Account and General Ledger.

If a company doesn’t perform any commercial activity in Costa Rica is not necessary to fill the financial statements.

The offshore registration of a company in Costa Rica days takes approximately 2 days since the moment we have received all the necessary documents.



- The capital of a limited liability company (Sociedad de resposabilidad limitada) is divided into quotas which cannot be transferable to a third party unless the unanimous votes of the shareholders are in favor of this.

- One ore more managers are appointed to represent the company, shareholders or third parties.

- The name of an offshore company must be in Spanish. If it is written in another language, an official Spanish translation must accompany it.

- Every year, an annual tax of 300 USD must be paid, and also a registration fee of 300 USD is required.

- A stock company is incorporated by at least two founders and is managed by a Board of Directors, composed by the president, one treasures and a secretary.

- Each offshore must have a resident agent (a lawyer) and a registered office in Costa Rica.

- Every legal entity must register for paying the 13% VAT in Costa Rica. The procedure is very simple.



- drafting the Articles of Association (necessary for the company incorporation in Costa Rica); The Articles of Association of the Costa Rica company can be signed through Power of Attorney.

- drafting all other documents required for the incorporation of the Costa Rica company; these documents include: Specimen Signatures, Special Forms provided by the Company Registration Office in Costa Rica, passport copies etc.

- offering a Registered Office in Costa Rica for your company, which is mandatory to have for starting a business in this offshore jurisdition. (The registered office may be any address where the Costa Rica Company declares to have its headquarters)

- setting up a bank account for your Costa Rica company.



- Costa Rica is situated in America, bordering the Pacific Ocean and the Caribbean Sea and being neighbor with Panama and Nicaragua.

- The offshore jurisdiction has introduced new incentives in order to attract foreign investments. As a result, the service sector and the tourism sector have grown lately.

- Costa Rica also provides certain free zones where the foreign companies are exempt from many taxes for large periods of time.

- The regulations contained in the Commercial Code 1964 of Costa Rica are at the base of organization and registration of the most popular forms of business here, the companies and the partnerships.

- The educational system of Costa Rica is situated on the 23rd place in the world, the highest from Latin America. That’s one of the reasons the foreign companies choose Costa Rica as a business destination.

- Currently, Costa Rica became member of the World Trade Organization this giving it a more credible economic image in the world.

Bridgewest provides company formation services in Costa Rica. Please contact us for more information and prices.


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