Buying property through a Costa Rican corporation (S.A. or S.R.L.): what it is, what it costs each year, and what to check first

*General information, not legal advice. Costa Rican company and tax rules change, and the right structure depends on your situation. Have a Costa Rican attorney check any purchase, and any structure, before you sign.*

General information, not legal advice. Costa Rican company and tax rules change, and the right structure depends on your situation. Have a Costa Rican attorney check any purchase, and any structure, before you sign.

A common plan among foreign buyers is to buy the house inside a Costa Rican company. Some of them should. Some of them have been told it saves tax, which it does not do automatically, and some have not been told what the company costs every year after closing. This guide sets out what an S.A. and an S.R.L. are, why buyers use them, what the annual obligations were in 2026, how the transfer tax works when a company is involved, and the checks to run on a company you are buying or forming. Every rule below is tied to an official or professional source, and the points that need a lawyer's current reading are marked "check with your attorney".

What an S.A. and an S.R.L. are

The S.A. (sociedad anónima) and the S.R.L. (sociedad de responsabilidad limitada) are the two Costa Rican corporate forms buyers use to hold property. The S.R.L. form is named in the Commercial Code, the national statute that governs companies.

Both are recorded in the Personas Jurídicas register of the Registro Nacional, which records a company's formation, its current status and who is authorised to represent it. The Registro describes its own role as the "inscripción y publicidad de ciertos actos y contratos relacionados con la existencia, vigencia y representación" of legal entities: recording and publishing the acts that establish a company exists, is in good standing, and who can sign for it. That register is where your attorney confirms, before you buy a company or buy from one, that the entity exists, is active, and that the person signing is its legal representative.

Check with your attorney which of the two forms fits you. The sources behind this guide do not set out the differences in governance, share transfer or minimum officers between an S.A. and an S.R.L., and this guide does not guess at them.

Why buyers hold property in a company

The reasons Costa Rican real-estate lawyers give are practical rather than fiscal. NCC Abogados puts it this way: "Many clients choose to hold property through a Costa Rican corporation for estate planning and asset management purposes." LandCo Law discusses two further reasons, separating liability from the owner personally and making co-ownership between several buyers easier to document.

Two things a company does not do. It does not reduce your purchase tax by itself (see the transfer-tax section below), and it does not suit every buyer. A single owner buying one house to live in has less reason to form a company than three siblings buying a rental together, and the annual costs below apply either way. The fit is transaction-specific, which is the one point every source agrees on.

What a company costs every year: the 2026 corporate tax

Every Costa Rican company pays an annual corporate tax (impuesto a las personas jurídicas), whether or not it does anything. The Ministerio de Hacienda's 2026 notice states that payment for 2026, for entities registered in January, was due without surcharge on 2 February 2026.

The amount depends on the company's classification. Hacienda's notice lists ₡69,330 for inactive companies, which it defines as "SOCIEDADES INACTIVAS: Inscritas en el Registro de Personas Jurídicas del Registro Nacional, pero sin realizar actividad lucrativa", companies on the register that carry on no profit-making activity. A company whose only job is to hold your house is typically in that category, but the classification is the company's, not the owner's assumption. Active companies pay ₡115,550, ₡138,660 or ₡231,100 depending on their bracket, and the notice sets out specific exemptions and the consequences of arrears.

Check with your attorney the current classification and balance of any company you are buying or forming, and the bracket that applies to it. Do not budget from a single universal figure. Unpaid corporate tax has consequences for the company itself; our guide on three unpaid tax periods and dissolution covers that risk and is worth reading before you buy an existing company with a history.

The beneficial-owner filing (RTBF)

Registered legal entities in Costa Rica must report their ownership and beneficial owners each year to the Registro de Transparencia y Beneficiarios Finales kept by the Banco Central. BDO Costa Rica gives the 2026 ordinary deadline as 30 April 2026 and states the scope: "Esta obligación aplica a las personas jurídicas y otras estructuras legales registradas en el país", the obligation applies to legal entities and other legal structures registered in the country. A holding company with one foreign shareholder is inside that scope.

The Registro Nacional's 2026 circular CPJ-002-2026 addresses who may file the declaration for an entity.

Check with your attorney who will file on your company's behalf, what happens on a late filing, and whether any exemption or representative requirement applies to your entity. The sources behind this guide confirm the obligation and the 2026 deadline; they do not set out penalties, and this guide does not invent them.

Transfer tax and registry fees when a company buys

The real-property transfer tax is 1.5%. Hacienda's rate sheet states it in one sentence: "La tarifa del impuesto es del 1,5 % sobre el valor de traspaso", the rate is 1.5% on the transfer value. It applies when a company buys a property just as it does when a person buys one.

On top of the tax, the Registro Nacional charges a registration fee on property transfers. Its fee schedule lists transfers at "¢ 5 por cada Mil ó Fracción de Millar", ₡5 per ₡1,000 or fraction, which is 0.5% before other stamps and any minimum charges.

For a rough budget, the closing-cost calculator on this site defaults to 1.5% transfer tax, 0.85% documentary stamps and 1.25% legal and notary fees, for an illustrative total of 3.6% of the price. The 1.5% agrees with Hacienda. The 0.85% is a combined figure for several stamps and charges and has not been independently validated as a universal statutory rate, so treat it as an estimate.

Check with your attorney the current registry fee, the base it is charged on, any minimum, and the exact stamps for your transaction.

The share-sale trap

A persistent piece of folklore says that buying the shares of the company that owns the property, instead of buying the property itself, avoids the transfer tax. Hacienda's own filing guidance for the transfer tax explicitly includes an indirect transfer: "Si se trata de un traspaso indirecto, es decir, cuando se ha realizado la cesión de más del 50% de las acciones de una sociedad titular de un bien inmueble a favor de otra persona física o jurídica, el número de identificación del transmitente y del adquirente es el mismo." In plain English, when more than 50% of the shares of a property-holding company change hands, Hacienda treats it as an indirect transfer of the property for the purposes of this tax, and the filing identifies the same transferor and acquirer.

So a corporate wrapper does not establish an exemption. If an adviser tells you a share sale reduces your transfer-tax exposure, ask them to show you the current rule that says so, in writing, and have your own attorney read it. If you have read elsewhere, including in older material on this site, that a share sale reduces exposure, treat that as superseded by Hacienda's guidance until a Costa Rican attorney tells you otherwise in writing.

Check with your attorney how a share purchase is taxed and reported in your case, and whether any other rule applies to transfers below the 50% line.

What to check before you buy a company, or a property from one

A few checks apply whenever a company is on either side of the deal. They are the ones the sources behind this guide support; your attorney will add to them.

Confirm the company in the Registro Nacional's Personas Jurídicas register: that it exists, is active, and who its legal representative is. The person signing must be that representative.
Confirm the company's corporate-tax classification (inactive or active bracket) and that it has no arrears, since arrears have consequences under Hacienda's notice.
Confirm the beneficial-owner declaration has been filed and who files it going forward.
If you are buying shares rather than the property, assume the 1.5% transfer tax applies on an indirect transfer above 50% and budget for it until your attorney shows you otherwise.
Budget about 3.5 to 4% of the price for closing in total, and have the notary confirm the registry fee and stamps against the current schedule.
Run the property title check in the Registro Nacional as you would for any purchase; a clean company and a clean title are two different questions. Our guide on the seven title checks at the Registro Nacional covers the second one.

FAQ

Do I need a Costa Rican company to buy property? No. Foreign buyers can own titled property outright in their own name with no residency requirement. A company is an option for estate planning, liability separation or co-ownership, not a requirement.

How much does a holding company cost per year? For 2026, Hacienda's notice lists ₡69,330 for an inactive company and ₡115,550, ₡138,660 or ₡231,100 for active brackets, plus the cost of the annual beneficial-owner filing and your attorney's fees. Check the classification of your company with your attorney before budgeting.

When is the corporate tax due? Hacienda's 2026 notice gave 2 February 2026 as the date payment was due without surcharge for entities registered in January. Check the current year's notice for the date that applies to you.

When is the beneficial-owner declaration due? BDO gives the 2026 ordinary deadline as 30 April 2026. Ask your attorney who will file it for your company.

Does buying the shares of the company avoid transfer tax? Not as a rule. Hacienda's filing guidance treats a transfer of more than 50% of the shares of a property-holding company as an indirect transfer for the 1.5% tax. Have your attorney confirm the treatment of your specific deal.

What is the transfer tax on property in Costa Rica? 1.5% of the transfer value, per Hacienda's rate sheet, plus registry fees and stamps. Budget roughly 3.5 to 4% of the price for closing in total.