Registry of Shareholders in Costa Rica: 2025 Legal Guide for Companies

The Registry of Shareholders in Costa Rica is a mandatory annual disclosure that all active legal entities must comply with. As part of the country’s ongoing transparency and anti-money laundering (AML) efforts, this registry is overseen by the Central Bank of Costa Rica and regulated under Law No. 9416.

📌 What Is the Registry of Shareholders?

This registry (RTBF) collects and verifies the identity and ownership percentages of shareholders and ultimate beneficial owners (UBOs) through the Central Directo platform of the Central Bank of Costa Rica.

Who Must File?

  • Corporations (S.A.) and Limited Liability Companies (S.R.L.)
  • Branches of foreign companies
  • General and limited partnerships
  • Trusts and private legal entities registered with the National Registry

When to File in 2025

  • Annual Filing: April 1 – April 30, 2025
  • First-time filing: Within 20 business days of registration
  • Ownership changes: Within 15 business days

Penalties for Non-Compliance Registry of Shareholders

Fines can reach up to 2% of gross income (minimum of 3 base salaries, max of 100). Non-compliance also restricts your ability to request corporate certifications and may affect legal standing.

⚠️ Important for Foreign Investors

Companies with foreign shareholders or complex structures must disclose the final beneficial owner (UBO). Legal assistance is strongly recommended for proper compliance.

How AG Legal Can Help

Visit our Corporate Law Services page to see how we support clients with:

  • ✔️ Shareholder and UBO analysis
  • ✔️ Legal digital signature (Firma Digital)
  • ✔️ Filing via Central Directo platform
  • ✔️ Representation through Power of Attorney
❓ Frequently Asked Questions – Registry of Shareholders
Do I need to submit the Registry if my company has no income?

Yes. All legal entities registered with the National Registry must comply, regardless of whether they generate income.

Is the Registry public?

No. The information submitted is confidential and only accessible to the Ministry of Finance and authorized government bodies.

Do foreign shareholders need a Costa Rican ID?

No, but they must provide official identification and documentation that confirms ownership and identity.

Can AG Legal file the Registry for me?

Yes. AG Legal can represent your company under a power of attorney and handle the entire submission process on your behalf.

 

💼 Ready to File Your Registry of Shareholders?

Let our legal experts handle your filing quickly, accurately, and securely.

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