On May 30, 2025, the Directorate of the Registry of Legal Entities issued Directive No. DPJ-002-2025, which was published in La Gaceta No. 98.
- Law implementation: This directive is in accordance with Law No. 10597, which amends Article 18, Section 10 of the Commercial Code, mandating the registration of an email address as the official notification method for all commercial entities in Costa Rica.
- New Incorporations: Effective June 4, 2025: all new company incorporations must include an email address in their deed of incorporation.
- For existing Companies, the deadline is June 5th, 2026: All currently registered companies must formally register their official email address within one year.
- Process for Update: This update must be completed through a public deed by the company’s legal representative and published in the Official Gazette, or through a Shareholders’ Meeting recorded in a public deed by a Notary Public in Costa Rica, as it constitutes a modification to the corporate bylaws.
- Elimination of the Resident Agent: The new directive also abolishes the role of the resident agent for commercial companies.
- Transitional Period: A transitional period of six months has been provided to implement these changes.
Recommendation
This is a significant legal change, and we strongly recommend starting the necessary process as soon as possible to ensure compliance and avoid delays or complications.
If you need assistance updating your company´s official email address or modifying your corporate documents, please contact us. We are here to guide you through this process.
Contact Us:
info@corderoabogados.com
(506) 4001-9333 or US Direct Dial (305) 507-8530