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How to register for
Law 9416
By
Garland M. Baker
Exclusive to A.M. Costa Rica
Yesterday started a new era in Costa Rica,
a new time when all privacy using an
anonymous corporation was no more.
In the good old days, a company, called a
sociedad anonima, an anonymous
society in English, S.A. for short,
protected investors. Laws in the past
allowed them to remain secret. The concept
goes as far back as the 15th and 16th
centuries to promote investment in
transatlantic exploration. The term later
became synonymous with a corporation, a
limited liability company and the like.
Law 9416, enacted Dec. 14, 2016, was
designed to quash privacy for legal
entities formed to protect secret
investors, the exact opposite of the
original spirit of the practice. The Costa
Rican government asserts it will only use
the information harvested to find tax
cheats, drug dealers and terrorist
suspects. Everyone knows there is no
system that cannot be hacked, leaving the
information gathered at risk, especially
in a country where important secrets
quickly find their way to the front page
of local newspapers.
That said, starting today, anyone with a
legal entity needs to register its
beneficial owners with the Central Directo
(Direct Central in English) of the Banco
Central (Central Bank). Last month's article*
explained the details of the law and how
to get a firma digital, a digital
signature supervised by the Central Bank
of Costa Rica.
The registration may prove to be a
nightmare and expensive for expats who are
not Spanish speakers or do not hold one of
the forms of legal residency.
Today, this article outlines how to access
the system and how to register for Law
9416. A person who wants to go through the
process without the aid of an attorney or
accountant must be either the president of
the entity, a manager with full power of
attorney or have had a local notary
register him or her with Central Directo
as a registrant. They will need the
following things and patience:
1- a good working knowledge of the Spanish
language,
2- a digital signature smart card and
reader,
3- a computer, and
4- a connection to the internet.
Here is the step-by-step process to access
Central Directo. The person registering
must first qualify him or herself with the
system. Do not attempt this without a good
understanding of the Spanish language.
There is no option for English menus or
guidance.
Step 1- Install the firma digital
software on a computer: Many banks issue
the smart card containing the information
for the digital signature, but a software
program must be installed on a computer
for it to work. This software is obtained
on the SoporteFirmaDigital.com*
website. Windows, MAC and various Linux
versions are supported. To download the
software one must provide a smart card
serial number located on the back of the
card in the lower right-hand corner below
the signature box. This installation also
installs the Firmador BCCR, the
Central Bank of Costa Rica signer
software. This is a necessary component to
use Central Directo at the Banco Central.
Step 2- Restart computer: After installing
the digital signature and BCCR signer
software, it is a good idea to reboot the
machine so the digital certificates load
correctly. A person who has an older
version of the digital signature software
installed should uninstall it and install
the new version as outlined in Step 1.
Step 3- Input identification number into
Central Directo: Insert the digital
signature card into its reader and log in
into Central Directo*.
A window will pop up requiring a Costa
Rican citizenship identification card
number called a cédula de identidad
or a foreign identification card number,
called a DIMEX.
Step 4- Input authentication token and
digital signature pin: Once the
identification information is
authenticated in Step 3, two windows will
open, one in the center of the screen and
the other in the lower right-hand corner.
The window in the middle will display a token
code. That code needs to be copied
into the top box of the lower window along
with the digital signature pin in the
lower box.
Step 5- Select service: If the information
in Step 4 is accepted, three options will
appear. Select the second option “En
una entidad suscrita donde está
registrado(a) como usuario,” (entity
where one is registered as a user) or the
third option “En otra entidad
jurídica,” (in another entity).
Step 6- Input and verify contact
information: A phone number, preferably
one that can receive a text message for
codes, and an email address are required.
The email will be verified by sending an
email to the address with a code for
verification. This process will happen
twice, once for the company and another
for the person. They both will go through
the email verification process.
Step 7- Sign the terms and conditions
agreement: Once the contact information is
competed and verified, the user will be
presented with a terms and conditions
page. It must be signed using the digital
signature card as in Step 4.
Completing the above steps will bring a
person to a page where there are two
options, “Servicios Financieros,”
(financial services) and “Registro de
Transparencia y Beneficiarios Finales”
(transparency and final beneficiaries
register), select this one.
Congratulations! Reaching the final page
is where Law 9416 information is to be
kept. There is a 41-page manual*
to learn how to register an entity, and it
can be accessed without logging into the
system. It is a slideshow all Spanish.
The filing deadline is based on the last
digit of an entity's cédula number
as follows: 0 & 1, September; 2 &
3 October; 4 & 5 November; 6 & 7
December; 8 & 9 January 2020.
What a windfall for Costa Rican notaries!
They get to charge people to write special
powers of attorney in their notary
registration books, file the powers with
Central Directo and register their clients
with the system. Prices for this
work are all over the place, but a study
of the market indicates $300 to $1,000 is
the range notaries charge to do
registrations. The lower price is about
right, and the higher one is ridiculous.
This is good information to know because
many people who need to file could not get
through the 41-page course because they do
not have the time, knowledge, know the
Spanish language, or just do not have the
forbearance and may have to pay to get
their report filed. It will be expensive
for those owning more than one company.
As stated in previous articles about Law
9416, this is a humongous project the
government is taking on. It will be very
interesting to see the statistics in the
coming months to see how successful the
venture is for the country.
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Editor's note: Garland M. Baker is
a 47-year resident and naturalized citizen
of Costa Rica. His team solves problems
for expats. Reach him at info@crexpertise.net.
Baker has undertaken the research leading
to his articles with A.M. Costa Rica. Find
the collection at crexpertise.info. A
free reprint is available at the end of
each piece. Copyright 2019. Use without
permission prohibited.
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