Registry of Transparency and Final Beneficiaries Must Be Filed in April 2021

After several adjustments, the Registry of Transparency and Final Beneficiaries, commonly known as the RTBF, must be filed in 2021 by the obligated parties.

The RTBF is a digital system developed by the Central Bank of Costa Rica. Its purpose is to allow legal entities and other legal structures to report information about their participants, shareholders, quota holders, and final beneficiaries.

The system applies to legal entities, trusts, third-party resource managers acting in favor of their clients, and non-profit organizations. The information reported through the RTBF allows the authorities to maintain more effective control in the fight against tax fraud, money laundering, and terrorist financing.

For company owners in Costa Rica, this filing is one of the most important corporate compliance obligations of the year.

How the RTBF Filing Must Be Completed

The RTBF declaration must be filed through Central Directo, the transactional platform of the Central Bank of Costa Rica.

The filing must be completed by the obligated party through its legal representative, provided that the representative has the required authority to act on behalf of the entity. The filing may also be completed by an authorized agent.

The process is digital and must be completed through the online platform.

Who Is Considered the Legal Representative?

The Regulation to the Registry of Transparency and Final Beneficiaries defines the legal representative as the natural person who holds the position of president, manager, administrator, or attorney-in-fact, depending on the type of legal entity making the declaration.

For purposes of accessing the RTBF system, the legal representative must have at least extrajudicial representation of the legal entity registered before the National Registry.

In addition, the legal representative must have a digital signature.

This is a key practical requirement. Without digital signature access, the representative may not be able to complete the filing directly through the RTBF system.

Filing Through the Online Portal

The RTBF process must be completed through the web portal.

For obligated parties who do not have access to digital channels, the Revenue Service, known as Hacienda, makes Tax Kiosks available at different Tax Administrations throughout the country. These kiosks are available under a self-management method so that obligated parties can complete the declaration.

The list of available Tax Kiosks is provided by Hacienda in Spanish.

What Information Must Be Reported?

The RTBF filing must register 100% of the capital stock of the legal entity, as well as all of its partners, shareholders, quota holders, or participants.

This means the filing is not limited to the majority shareholder or only to the person who controls the company. The report must account for the full ownership structure.

The purpose is to identify the final beneficiaries behind the legal entity.

This is why the RTBF is not simply another tax form. It is a transparency filing designed to show who ultimately owns or controls a company or legal structure.

Which Legal Entities Must File?

All legal entities must provide the requested information every year, regardless of whether they are classified as active or inactive before the Revenue Service.

This is an important distinction.

A company may be inactive for tax purposes and still be required to file the RTBF declaration. The obligation applies to legal entities registered with the National Registry that have a valid corporate term.

In other words, a company does not need to operate a business, issue invoices, or generate income to be subject to this obligation.

If the company exists, is registered, and has a valid term, the RTBF filing may apply.

Active and Inactive Companies

Many company owners in Costa Rica assume that inactive companies have fewer obligations or no obligations at all.

That is not always the case.

For RTBF purposes, both active and inactive entities must report the requested information. This includes companies used to hold real estate, vehicles, investments, or other assets, even if they do not conduct commercial activity.

This requirement is especially relevant for foreign owners who incorporated companies in Costa Rica to hold property but do not operate an active business.

A company used only to hold real estate may still need to comply with the RTBF filing.

Citizen Consultation Functionality

As of April 2021, the Central Bank of Costa Rica is expected to enable a feature called Citizen Consultation.

This functionality allows a natural person to consult the Registry of Transparency and Final Beneficiaries to determine whether they appear as part of a legal structure.

Initially, the system provides a basic answer: yes or no.

If the answer is positive and the interested person wishes to know the information reported, that person must have a digital signature card to access the confidential details registered in the system.

This feature is important because it gives individuals a mechanism to verify whether they have been reported as part of a company or legal structure.

Why the RTBF Matters

The RTBF is part of Costa Rica’s broader effort to increase transparency around legal entities and ownership structures.

For company owners, this means that corporate compliance is no longer limited to keeping legal books, paying corporate taxes, or maintaining tax registration before Hacienda. Companies must also report their final beneficiaries through the RTBF system.

The obligation is annual and should be taken seriously.

Failure to comply with corporate transparency obligations may lead to penalties and administrative complications. It may also create problems when the company needs to complete future legal, tax, banking, or property-related transactions.

Practical Reminder for Company Owners

If you own or represent a Costa Rican company, the RTBF should be part of your annual compliance calendar.

Company owners should confirm:

• Whether the company has a valid corporate term.
• Whether the company is active or inactive before Hacienda.
• Who holds legal representation.
• Whether the legal representative has a digital signature.
• Whether 100% of the ownership structure can be properly reported.
• Whether the company has changes in ownership that must be reflected.
• Whether an authorized agent is needed to complete the filing.

The RTBF filing may seem technical, but it is one of the central compliance duties for Costa Rican legal entities.

If the company exists and remains registered, the obligation should not be ignored.

Feel free to reach us with your questions or comments.

This article was originally taken from Outlier Legal Services website.