Shareholders Un-Covered in Costa Rica
A Costa Rica Department of the Treasury (Ministerio de Hacienda) regulation has been drafted that would eliminate the privacy of the shareholder registry book of the Costa Rican Corporation.
The regulation titled Disclosure and Declaration of the Shareholders of Corporations is aimed at full disclosure of the shareholders / owners of Costa Rican corporations. In order to do so the regulation would require shareholders to register shareholder information in the National Registry of Costa Rica. This regulation would eliminate the private information about the shareholders of a corporation.
If approved the regulation would create a “Shareholder Declaration Form” (Declaracion de Accionistas de Sociedades) and all shareholders of any type of Corporation registered in the Corporation Registry of Costa Rica would be required to complete the form and file it with the National Registry. The form requires shareholders to identify (i) The date the corporation was formed, (ii) The identification of the shareholders including name and identification number, (iii) The amount of shares owned by the shareholder and the nominal value.
For existing corporations the regulation will allow a time frame yet to be determined for the shareholders to comply. With new corporations that are formed the regulation requires the disclosure form to be filed within 15 days after incorporation. Any changes in the ownership of the corporation would also have to be reported on the disclosure form as well.
Failure to comply with the regulation can result in fines of US $8,000 or more.