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The Registration of Shareholders has been delayed

The Ministerio de Hacienda (Treasury Department), along with the BCCR (Central Bank) and the ICD (Institute for Controlled Substances) issued a notice on February 22. The notice states the following: “with the objective of facilitating

The Ministerio de Hacienda (Treasury Department), along with the BCCR (Central Bank) and the ICD (Institute for Controlled Substances) issued a notice on February 22. The notice states the following: “with the objective of facilitating the fulfillment of the obligation that companies have to provide the composition of their social capital, as well as the identification of the final beneficiaries. This being based in the Law to Improve the Fight against Fiscal Fraud, the month of SEPTEMBER was established as the starting month for legal entities to send the requested records to the Central Bank of Costa Rica (BCCR).”

The BCCR confirmed they have set up the corresponding on line platform to receive the information. However, they have decided to delay the registration process in order to review the various factors that may affect the registration process, which also includes the enforcement of the new Tax Law.

The BCCR also agreed to  implement an awareness campaign for business owners to learn about these requirements, the goal of the awareness campaign is to instruct business owners on the steps they must follow to comply with this requirement. Such steps includes how to obtain a digital signature and how to use the online platform.

For now, it suffices to say that the time line has been moved from March to September.

Stay tuned.

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dduartes@outlierlegal.com

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2 COMMENTS
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    Walter Freeman February 26, 2019

    I am perplexed about this law.
    1) How are Costa Rican subsidiaries of large, foreign, multi-nationals like Intel, Amazon and others going to show their beneficial owners?
    2) If the shareholders of those public corporations which own subsidiaries in Costa Rica are required to list their primary stockholders, wouldn’t this flow thru to hedge funds, mutual funds and all sorts of legal structures which exist in many layers?
    3) Can a LLC, registered in, say Maryland where anonymity if common, own a corporation in Costa Rica?

    • jeffrey
      jeffrey March 2, 2019

      Walter,

      It is only required to report shareholders who own more than 15% of the shares of the company.
      For foreign companies such as Amazon, it is not required to report all of the shareholders of Amazon in the US. Amazon Costa Rica is owned by Amazon N.A. and thus there will be only a report of one shareholder which is Amazon N.A.

      And yes, we are all perplexed.

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