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Countries › Costa Rica › Guide › 1. Start here › Reform tracker: what changed in Costa Rican business law in 2024 to 2026 and what starts in 2027

Reform tracker: what changed in Costa Rican business law in 2024 to 2026 and what starts in 2027

Last verified: 2026-10-29 · Status: Changing

Company law changed most: the resident agent requirement ended and a notification email became mandatory (Ley 10597, December 2024), S.A. and S.R.L. lost their names in favour of the cédula jurídica number (Ley 10729, May 2025), shareholder proxies were limited to powers of attorney except for registered SMEs (Ley 10840, March 2026) and exercising withdrawal rights now ends partner status permanently (Ley 10902, June 2026). Arbitration moved to a single Model Law statute for domestic and international cases from April 2025, and the anti money laundering law now covers virtual asset service providers from 19 September 2026. Existing companies must register a notification email by 31 December 2026, and minimum wages rise 1.70 percent from 1 January 2027.

USD figures use the Banco Central de Costa Rica reference selling rate of ₡454.82 per US dollar published for 29 October 2026 (indicator 318 on bccr.fi.cr), rounded to the cent. Amounts set by reference to the salario base use the 2026 value of ₡462,200 (Circular 246-2025 of the Consejo Superior del Poder Judicial). Conversions are for orientation only.

Key facts

Deadline for existing companies to register a notification email2026-12-31 dateLey 10962 art. 2, as of 2026-10-29 · in force
Cédula jurídica replaces company names2025-05-30 dateLey 10729, as of 2026-10-29 · in force
Single arbitration statute in force2025-04-02 dateLey 10535, as of 2026-10-29 · in force
AML law extended to virtual asset service providers2026-09-19 dateLey 10961, as of 2026-10-29 · in force
Proxy rule change for meetings2026-03-16 dateLey 10840, as of 2026-10-29 · in force
Minimum wage increase from 1 January 20271.70 %Consejo Nacional de Salarios, 28 October 2026, as of 2026-10-29 · pending
Gross income ceiling for reduced company scale (2026)119174000 CRCDecreto 45333-H, as of 2026-10-29 · in force
Resident agent requiredNo, repealed Ley 10597 art. 1, as of 2026-10-29 · in force

The rule

1. The deed of every commercial company must state a real domicile and an email account for notifications from administrative and judicial authorities; the resident agent requirement of Código de Comercio art. 18(13) was repealed. Companies that do not register an email are subject to automatic notification.Ley 10597, Art. 1, art. 2 and art. 4, 2024-11-05 official text · verified 2026-10-29 · changed: Ley 10597 of 5 November 2024, published in La Gaceta 227 of 3 December 2024 and in force from that date.
2. Existing companies must register their notification email in the Registro de Personas Jurídicas by 31 December 2026, and can do so by digitally signed sworn statement of the legal representative without public deed; the law also gives the Registro Nacional six months to set up a self service system and states the filing is free of stamps, registry fees and edicts.Ley 10962, Art. 1, art. 2 and art. 3, 2026-06-03 official text · verified 2026-10-29 · changed: Ley 10962 of 3 June 2026, La Gaceta 101 of 3 June 2026, in force on publication.
3. S.A. and S.R.L. are identified only by the cédula jurídica number assigned by the Registro Nacional on registration, followed or preceded by the company type, instead of a corporate name.Ley 10729, Art. 1, 2025-05-13 official text · verified 2026-10-29 · changed: Published in La Gaceta 98 of 30 May 2025 and in force from that date.
4. Shareholders and S.R.L. partners may be represented at meetings by a special, general or generalísimo attorney. Only SMEs registered with the MEIC and small and medium farmers registered with the MAG may authorise a third party by special mandate for each meeting, on plain paper with stamps, signed and authenticated by a lawyer. Proxy letters issued before publication remain valid until the acts for which they were granted are completed.Ley 10840, Sole article (Código de Comercio art. 98 and 146) and transitorio único, 2026-02-04 official text · verified 2026-10-29 · changed: Ley 10840 of 4 February 2026, La Gaceta 45 of 6 March 2026, in force from 16 March 2026.
5. Once a partner exercises the right of withdrawal and its shares are deposited, it loses partner status and does not regain it.Ley 10902 (Código de Comercio art. 32 bis, final paragraph), Sole article, 2026-05-12 official text · verified 2026-10-29 · changed: Ley 10902 of 12 May 2026, La Gaceta 104 of 8 June 2026, in force on publication.
6. Ley 10535 harmonised Costa Rican arbitration law so that Ley 8937, based on the UNCITRAL Model Law, governs domestic as well as international commercial arbitration.Ley 10535, Ley para armonizar la normativa del Arbitraje Costarricense, Whole law, 2024-09-18 official text · verified 2026-10-29 · changed: Published in La Gaceta 182 of 1 October 2024; in force from 2 April 2025.
7. Virtual asset service providers become reporting entities under the anti money laundering law, with customer and beneficial owner identification, record keeping and other duties set by CONASSIF; regulated entities may not open accounts for or keep as clients companies with bearer shares, and fines for reporting entities run from 0.5 to 2 percent of equity.Ley 10961, reform of Ley 7786, Art. 1 (art. 15 quater), art. 2 (art. 16(f)) and art. 3 (art. 81), 2026-06-09 official text · verified 2026-10-29 · changed: Ley 10961 of 9 June 2026, La Gaceta 113 of 19 June 2026, in force three months after publication, from 19 September 2026.
8. Income tax brackets on salaries and profits and their tax credits were updated from 1 January 2026 by an adjustment of minus 0.38 percent; the reduced company scale applies to legal entities whose gross income does not exceed ₡119,174,000.Decreto Ejecutivo 45333-H, Whole decree, 2025-11-10 official text · verified 2026-10-29 · changed: In force from 1 January 2026.
9. The tax administration set the forms for collection of VAT by registered cross border digital service providers and intermediaries and for VAT collection on international digital purchases.Resolución MH-DGT-RES-0036-2025, Whole resolution, 2025-07-22 official text · verified 2026-10-29 · changed: Published in La Gaceta 170 of 11 September 2025 and in force from that date.
10. The Legislative Assembly approved Costa Rica's accession to the Digital Economy Partnership Agreement (DEPA), its protocol and the Joint Committee decision.Ley 10957, Whole law, 2026-05-14 official text · verified 2026-10-29 · changed: SCIJ records the law as in force from 12 June 2026; entry into force of the agreement for Costa Rica follows the treaty's own rules.
11. All private sector minimum wages rise by 1.70 percent from 1 January 2027 by unanimous decision of the Consejo Nacional de Salarios.Consejo Nacional de Salarios, press release COP-MTSS-PRE-022-2026, Press release, 2026-10-28 official text · verified 2026-10-29
AreaChangeEffective date or statusLegal basis
CompaniesResident agent repealed; notification email in deedIn force 3 Dec 2024Ley 10597
CompaniesCédula jurídica number replaces names of S.A. and S.R.L.In force 30 May 2025Ley 10729
DisputesModel Law arbitration for domestic and international casesIn force 2 Apr 2025Ley 10535
Taxes2026 income tax brackets adjusted by minus 0.38%In force 1 Jan 2026Decreto 45333-H
CompaniesMeeting proxies limited to powers of attorney except registered SMEsIn force 16 Mar 2026Ley 10840
CompaniesWithdrawal ends partner status permanentlyIn force 8 Jun 2026Ley 10902
TradeDEPA accession approvedLaw in force 12 Jun 2026Ley 10957
AMLVirtual asset providers become reporting entitiesIn force 19 Sep 2026Ley 10961
CompaniesExisting companies register notification emailDeadline 31 Dec 2026Ley 10962
LaborMinimum wages up 1.70%From 1 Jan 2027 (decree pending)CNS decision 28 Oct 2026

Status of the main changes (verified 29 October 2026)

Worked example

  • A foreign group with a Costa Rican S.A. formed in 2019 now needs to: record a monitored notification email by 31 December 2026, using its legal representative's certified digital signature (Ley 10962); use the cédula jurídica number with "Sociedad Anónima" on contracts and invoices (Ley 10729); and grant a special power of attorney, not a simple proxy letter, for whoever votes its shares at the next annual meeting unless the company is a registered SME (Ley 10840).

Step by step

  1. 1. Check whether each Costa Rican entity has a notification email on record; if not, file before 31 December 2026.
  2. 2. Update templates for contracts, invoices and bank mandates to the cédula jurídica identifier.
  3. 3. Replace proxy letter templates for shareholder meetings with powers of attorney.
  4. 4. If you operate in crypto or virtual assets, map the new Ley 7786 duties and the CONASSIF rules that implement them.
  5. 5. Review arbitration clauses signed before April 2025 against the harmonised Ley 8937.
  6. 6. Update 2027 payroll for the 1.70 percent minimum wage increase once the decree is published.

Common traps

  • Ley 10962 contains two sets of transitory rules (a 31 December 2026 deadline and a one year window after a six month system build); do not rely on the longer window without confirmation from the Registro Nacional.
  • Proxy letters (cartas poder) granted before Ley 10840 remain valid only until the acts for which they were granted are completed; new meetings need a power of attorney.
  • Under Ley 10961, regulated financial entities may not keep companies with bearer shares as clients; Costa Rican S.A. shares must already be nominative, but foreign holding vehicles in the chain may be affected.

Sources

Related pages

Related: Costa Rica country profile · live dashboard · central bank and release calendar · our posts on X

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