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Costa Rica IBC setup and legal opinion

Company formation and a documented regulatory opinion for internationally-facing prediction markets, structured as an international business company.

The essentials

Costa Rica has a long history as a base for internationally-facing prediction markets and sportsbooks, operating without a dedicated licensing regime for as long as the business does not target the Costa Rican market.

Because that position rests on the absence of specific regulation rather than an explicit licence or exemption, we recommend a formal, documented legal opinion before launch — both as an internal risk-management record and as supporting due-diligence documentation for banks, payment processors and investors.

  • No licensing regime exists for online betting, sports wagering or prediction markets. Costa Rica issues no such licence, and operators serving customers outside Costa Rica have historically operated on standard corporate registration.
  • The position was reinforced in 2026, when Bill 25.057, a legislative effort to create a formal online gambling framework, was rejected by the Legislative Assembly's Security and Narcotrafficking Commission.
  • The municipal data-processing permit regime generally applies to operators with a physical Costa Rica presence. A pure international business company conducting no local market activity is not expected to require it.
  • Costa Rica is not currently on the FATF grey list, which is a favourable factor for international banking and payment-processor relationships.
  • The vehicle is typically an SRL — Sociedad de Responsabilidad Limitada — with no minimum share capital requirement and straightforward Registro Nacional registration.
  • Statutory obligations remain — beneficial-ownership disclosure under Law 9416, an annual corporate tax, and a Central Bank shareholder filing.

Two ways to set up

Every package can be adjusted to your circumstances. Where a matter needs something not listed here, tell us and we will scope it before any work begins.

Legal opinion

Regulatory opinion on prediction markets

US$1,600

one-off

Typically 2–3 weeks

What's included
  • Written legal opinion on the regulatory status of prediction markets under Costa Rican law
  • Analysis of the data-processing and gambling framework and its application to non-resident, non-market-facing structures
  • Review of relevant legislative developments, including the 2026 rejection of Bill 25.057
  • Delivered as a due-diligence-ready document for banking, payment-processor and investor use

Ideal for: Businesses that already have, or are separately forming, their corporate structure and need a documented, defensible legal position before launch.

Recommended

Full company setup

IBC formation with full first-year compliance

US$5,710

+ VAT where applicable, one-off

Typically 3–5 weeks; filings on statutory deadlines

What's included
  • Everything in the Legal opinion package
  • IBC incorporation (SRL) in Costa Rica
  • Payment of state incorporation fees and taxes
  • Registered office address — first year included
  • Power of attorney preparation and UBO filing — year one
  • Shareholder filing with the Central Bank — year one
  • Payment of corporate tax — year one

Ideal for: Founders who want a fully compliant Costa Rica IBC with nothing outstanding — entity, legal opinion and every mandatory first-year filing handled as one engagement.

What it costs to keep it running

Costa Rica packages are priced in US dollars. UBO filing, the Central Bank shareholder filing and corporate tax are statutory obligations that recur annually.

ServiceFeeFrequency
Power of attorney for UBO filing — annual renewalUS$750Annual
Shareholder filing with the Central BankUS$400 + VATAnnual
Corporate taxUS$200Annual
Registered office address, after the first yearOn requestAnnual
Legal opinion refreshUS$1,600On request

Notes and terms

  • The structure and legal opinion described here are premised on the company not targeting Costa Rican residents, not maintaining a local processing operation, and not employing local staff to run the platform. Any change to this operating model should be reassessed before implementation.
  • VAT applies to the incorporation fee and the Central Bank shareholder filing where indicated; other fees are shown net.
  • A legal opinion records a considered view of an unregulated position. It is not a licence, and it does not bind any Costa Rican authority, bank or payment processor.
  • Operators remain responsible for the licensing and consumer-protection rules of every market in which their customers are located, which are outside the scope of this engagement.
General information only. This page describes our packages and the general position in the jurisdiction. It is not legal, tax or accounting advice, and it does not constitute an offer. Fees and requirements change; only a signed engagement letter is binding between us.

Discuss a Costa Rica structure

Tell us the objective and we will confirm whether Costa Rica is the right answer — including if it is not.

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