The main documents you will need for the organization of a Costa Rica IBC are a memorandum and a number of articles of association. Typically, the memorandum sets down the fundamental organization of the Costa Rica IBC it concerns, in which it will incorporate the name of the company, the amount of authorized capital, the objectives of the company, and information concerning shares the corporation may issue. Practically, the memorandum should circumscribe any data related to the fundamental structure of the company established as such. To what concerns the articles of association, they will be commanding the internal operations of the IBC, focusing mainly on the interactions between the members of the organization. In other words, the articles of association will regulate the structuring of shareholder assemblies, the validation of various resolutions, and the relocation of shares. In addition, the articles of association may regulate rights or limitation of rights of a number of shareholders or directors of the company.
After the registration of the initial memorandum and articles of association takes place, the payment of a series of fees is necessary. When this stage completes, the Registrar of Companies will emit a proof of the status of the corresponding IBC. This proof comes in the form of a Certificate of Corporation. The Certificate of Incorporation must include the name of the corporation, its number and the date when the incorporation occurred. An IBC is subject to no additional requirements related to public registration procedures. Of course, in the case where the objectives of the enterprise find it mandatory, registration of information concerning shareholders, directors and / or fees is possible and legal. The information necessary to the Registered Agent concerns the owner(s) and directors of the company. However, such pieces of information meet the rules of secrecy and they will not constitute the object of disclosure unless some proof of fraud, issues by government or justice representatives, appears. On the other hand, substitute shareholder can register shares on their names, confirming that they are doing it for somebody else. In this manner, true owners or shareholders have the guarantee of a higher degree of secrecy.
In addition, let us remember that any International Business Company is a limited liability entity, which leads to the favorable situation where directors and / or shareholders will not answer personally to any outside party for various liabilities the IBC may encounter. However, this does not mean that a shareholder cannot be individually responsible for his or her personal actions. In other words, in case of individual fraud authorities have the legal right of holding him or her answerable for his or her fraudulent actions. In the end, all measures concerning IBCs come down to the legality of the structuring of such companies, in order to avoid general perspectives that often identify such matters as subversive. Finally, the protection that IBCs guarantee for personal assets is another aspect speaking for the advantages such corporations generate.
Establishing a Costa Rica IBC will secure entrepreneurs with the same advantages guaranteed by any IBC: tax benefits, secrecy guarantees, and protection of assets.