If you sell into the Americas, want real time-zone overlap with U.S. clients, and need a clean structure that vendors can underwrite, Costa Rica keeps showing up on smart shortlists. The play isn’t “cheap and cheerful”—it’s credible and workable. Teams that approach Costa Rica company formation with clear scope, lightweight but real governance, and a tidy evidence pack usually move faster with banks, PSPs, and enterprise procurement.
Costa Rica works well for:
Product and service companies with U.S./LATAM customer bases (SaaS, API platforms, agencies, analytics).
Crypto-adjacent vendors (software, data, tooling) that partner with licensed operators elsewhere.
Teams that value operational proximity—English-friendly service providers, stable institutions, and flight-time sanity.
It’s less ideal if your immediate plan requires EU-wide passporting or a heavy financial permission on day one. In those cases, Costa Rica can still serve as a services hub or holdco while you add an onshore authorization in parallel.
Counterparties don’t “buy” jurisdictions; they buy evidence. Expect three buckets of questions:
1) People & accountability. Who can sign? Who runs finance? Do directors meet and challenge decisions—or is governance just theater? Short, readable minutes with owners and due dates beat ornate binders.
2) Money & movement. Where do payments land? How are refunds handled? Who approves transfers between accounts? A one-page funds-flow map (customers → PSP/EMI → operating accounts), plus a reconciliation rhythm, calms nerves quickly.
3) Controls you can show. Access-control exports, change logs for systems that matter, vendor SLAs and security notes, and—if you’re crypto-adjacent—basic KYC/KYB and sanctions screening for your own counterparties. Screenshots and logs > promises and templates.
Week 1–2: Decide scope, then incorporate.
Write two crisp paragraphs describing what the company does, who it serves, and the geographies/assets it doesn’t touch. Incorporate, issue shares, appoint directors, and pass initial resolutions (banking, accounting, vendor onboarding, signatories). Start the minutes habit immediately.
Week 3–4: Rails and bookkeeping.
Open two payment rails (primary + fallback) and switch on monthly bookkeeping so your first management accounts arrive on schedule. Capture access-control exports (who has what) and set a change-management cadence for production systems.
Week 5–8: Make evidence a by-product.
As you operate, collect the artifacts: vendor contracts and SLAs, a funds-flow one-pager, sample invoices and reconciliations, and short policy notes you can actually live with (incidents, complaints, vendor oversight). Keep them in a living folder you refresh quarterly.
You’re typically choosing a limited-liability company with straightforward share classes and clear signing authority. Keep it simple: one class of shares unless you truly need preferences; an appointments matrix that shows who can bind the company; an approvals grid (e.g., payments over $X require two signatures). Complexity rarely impresses reviewers—it just slows you down.
Tier-one, deposit-taking banks may ask for deeper substance and track record. Many teams start with EMIs/PSPs designed for digital businesses, then layer heavier relationships as volumes and governance mature. What moves you up the ladder is clarity: acceptance criteria, refund timelines, chargeback process, reconciliation rhythm, and clear escalation paths for exceptions.
If your Costa Rica entity sells software, analytics, or services to licensed exchanges, custodians, or iGaming operators, spell out the non-activities: no custody, no exchange matching, no customer funds management. Publish a short “risk & scope” note and include it in every vendor pack. If licensing (EU, Dubai, Malaysia) is on your roadmap later, these habits make that submission faster and less painful.
| Goal | Costa Rica | BVI | Delaware |
|---|---|---|---|
| Time-zone & client proximity | Excellent for U.S./LATAM ops and support | Neutral | Excellent for U.S.; weaker for LATAM outreach |
| Setup & upkeep | Predictable with good local providers | Fast & familiar offshore playbook | Fast; strong investor familiarity |
| Banking trajectory | PSP/EMI first; add heavier rails with track record | PSP/EMI first; counterparties comfortable with BVI | Broad PSP/bank options with U.S. nexus |
| Best use | Nearshore services hub, crypto-adjacent vendors | Investor-familiar holdco/treasury | U.S.-centric SaaS, venture financing readiness |
None of these are mutually exclusive. Lots of groups keep Costa Rica as an operating/services hub while adding BVI for investor familiarity, or Delaware for U.S. GTM and venture mechanics.
Template soup. Don’t paste policies you won’t run. Write one-pagers around your real tooling and add screenshots.
Single-rail payments. Open a backup provider before you need it.
Scope creep. Publish boundaries. If you might do something “later,” don’t hint at it in the files you send today.
Stale vendor files. Set a quarterly reminder: refresh contracts, SLAs, security notes, and exit plans for critical providers.
Minutes that say nothing. Decisions, challenge, owners, deadlines. That’s it.
A small LATAM-first SaaS team incorporated in Costa Rica in Q1. They wrote a two-paragraph scope, opened two PSPs, launched bookkeeping from day one, and kept a vendor file per critical provider (contract + SLA + security notes + exit plan). Their funds-flow one-pager fit on a single screen. When procurement at a Fortune-500 asked for diligence, the team responded with documents and logs the same day. Approvals took hours, not weeks—and when one PSP had a 24-hour incident, they flipped to the fallback and sent a same-day post-mortem to partners. That cadence builds trust—jurisdiction-agnostic and hard to fake.
LegalBison is recognised as a leading provider of offshore company formation and VASP/CASP licensing services. With a track record of guiding businesses through complex regulatory environments, the firm has become a trusted partner for entrepreneurs expanding internationally.
This article is informational and not legal, tax, or investment advice. Regulations evolve—validate requirements against current materials before acting. If Costa Rica looks like the right nearshore base, write a crisp scope, ship the governance basics, and make evidence a natural by-product of how you operate.