For the second time in Costa Rica, in face of the declaration of national emergency due to COVID19, the extension of the appointments of boards of directors and other bodies in civil organizations is authorized, which expired in 2020 so that this term is extended to 2021 automatically. Law No. 9956, reform of articles 1 and 2 of Law No. 9866, where the important aspects to be taken into consideration are the following:

i) All appointments that have expired as of March 1, 2020 and expire before December 31, 2020, inclusive, or that must carry out their structural renovation processes during that year are extended, up to an additional year;
ii) For the year 2021, all appointments of the members of boards of directors and other bodies in civil organizations that were extended for one year in 2020 and that expire in 2021 are considered to be extended for up to one additional year, according to the previous section;
iii) Finally, the appointments of the members of boards of directors and other bodies in civil organizations, whose appointments expire in 2021 and which were appointed before March 1, 2020, are considered extended for the same period for which they were named.

This extension of the appointments of boards of directors operates by right, that is, there is no need to carry out any procedure for it to be considered valid and it is important to take into consideration that this law applies to those organizations that as a result of the pandemic have not been able to hold the relevant assembly for the new appointments.

This law is undoubtedly a great relief for all Costa Rican organizations that are beginning to recover from this pandemic, as it avoids them incurring an additional cost for the appointment of their representatives, since it is important to remember that having up-to-date appointments is one of the obligations that legal persons have.

And referring to the obligations that companies in Costa Rica must comply with, it is important to take into consideration the annual presentation of the declaration of Transparency Registry and Final Beneficiaries or Shareholders Registry, as many know it, this obligation must be fulfilled in an annual manner and for this 2021 it must be carried out during the month of April and consists of informing the Central Bank of Costa Rica who the shareholders and final beneficiaries are. Failure to submit this obligation entails fines of up to ¢46,000,000. Avoid penalties!

At ERP Lawyers we have a specialized team in Corporate Law that can advise you on your needs. Contact us at daniela@erplawyers.com