IMPORTANT INFORMATION REGARDING THE REGISTRO DE TRANSPARENCIA Y BENEFICIARIOS FINALES – THE NATIONAL REGISTRY OF CORPORATE SHAREHOLDERS
February 20, 2019
Dear ARCR Member:
The following message is a product of our new service wherein we provide important information to our members via email and a monthly newsletter. This is one of those items of important information. We strongly recommend you to take a few minutes and read the about the new Legal Requirements for Corporations.
Law #9416, which is the Law to Improve the Fight Against Tax Fraud (LEY PARA MEJORAR LA LUCHA CONTRA EL FRAUDE FISCAL), has been approved.
The important part of this law for ARCR members is that Chapter II, Article 5, obligates all corporate structures, including Sociedades Anónimas (SA) or Sociedades de Responsabilidad Limitada (SRL) to be registered with the Registro de Transparencia y Beneficiarios Finales, a registry which has been created for this matter. This registry requires all corporations to provide the names of the corporation owners and owners of the shares of a corporation, as well as the share distribution percentage. The information MUST be provided each year during April (1st-30th) with the exception of 2019, for which year the information will be submitted according to a specific timetable based on the last number of the corporate ID number. (Corporation ID numbers ending in 0 must be registered in March 2019, those ending with 1 in April 2019, and so on.)
The person who is responsible for registering the corporation information is the corporation's signing authority; the corporation President (S.A) or Manager (S.R.L). In order for the signing authority to be able to register the corporation, this person is required to have a “FIRMA DIGITAL” or Digital Signature, which is obtained from local entities such as banks.
However, a Digital Signature can only be obtained by citizens of Costa Rica or permanent residents. This represents a legal barrier that prevents foreigners who are not permanent residents from complying with the law. Therefore, the only way for those who do not have, or cannot obtain, a digital signature is for the shareholders of the corporation to grant a Special Power of Attorney to either a citizen of Costa Rica or a Permanent Resident.
ARCR IS PREPARED TO ASSIST OUR NON-RESIDENT MEMBERS COMPLY WITH THIS REQUIREMENT. PLEASE CALL THE OFFICE TO GET A QUOTE FOR THIS SERVICE.
The mandated registration and information needs to be submitted in accordance with the schedule the Tax Authority has created. Non-compliance with this new law can result in large fines and penalties.