Company Formation in Costa Rica

Company formation in Costa Rica typically takes 6-10 weeks end to end. Incorporation itself, notarizing the articles of incorporation (escritura constitutiva), registration with the National Registry (Registro Nacional), and Cédula Jurídica issuance from the Ministerio de Hacienda, can take as little as 1 to 2 weeks once documents are ready, but foreign founders using an apostilled power of attorney should expect the full process, including opening a corporate bank account, to run closer to 6 to 10 weeks.

Costa Rica does not require local directors or shareholders for most corporate structures. Foreign individuals and companies can fully own and manage a Costa Rican entity. A Costa Rican notario público is required to notarize the incorporation documents, but ongoing local director presence is not mandatory.

Yes. Costa Rica allows 100% foreign ownership with minimal restrictions, no Costa Rican director or shareholder is required, and a foreign national can serve as the entity's sole shareholder and administrator. In practice, investing as a foreigner mainly means budgeting for the steps a local founder skips: apostilled and translated identity documents, a local legal representative for banking and registry purposes if you won't be resident, and the RTBF beneficial-ownership filing due within the deadline after incorporation. Restrictions on foreign ownership itself are limited to specific sectors such as fishing and public utilities.

Company formation in Costa Rica typically ranges from $2,000 to $5,000 USD for the core process, including notarization, National Registry filing, and Cédula Jurídica registration. Ongoing costs include annual corporate tax, accounting, and beneficial ownership compliance. NavviPal provides transparent, itemized quotes, contact us for your specific scenario.

The Cédula Jurídica is Costa Rica's unique corporate identification and tax number, issued by the Ministerio de Hacienda and registered with the National Registry. It is required for banking, contracts, tax filings, beneficial ownership declarations, and all commercial activities. It serves as both the legal entity identifier and the primary tax number.

Since Circular DPJ-001-2025, closing a Costa Rican S.A. or S.R.L. can be materially simpler than before: dissolution and liquidation can be completed in a single protocolized act, and appointing a liquidator can be skipped entirely if a notary certifies the company has no assets or liabilities. Companies with real assets or debts still need a liquidator to settle creditors and distribute remaining funds, with the agreement published in La Gaceta to open a roughly one-month creditor claim period. Before any of this can proceed, outstanding RTBF beneficial-ownership filings and unpaid impuesto a personas jurídicas must be resolved, the Registro Nacional will not process a dissolution for a company flagged non-compliant on either. A simplified zero-asset closure can take weeks; a standard liquidation with real assets and creditors runs 6 to 12 months.

Core requirements include: articles of incorporation (escritura constitutiva) notarized before a Costa Rican notario público, registration with the National Registry (Registro Nacional), Cédula Jurídica registration with the Ministerio de Hacienda, apostilled copies of foreign shareholder identification documents, and a registered address in Costa Rica.