Asset tokenization in Costa Rica: SUGEF VASP registration (Law 10961) and SUGEVAL

What Law 10961 says

Passed on May 25, 2026, and published on June 19 (Supplement 78 to La Gaceta 113), the law defines a VASP as anyone who, as a business, provides any of these services: exchange between virtual assets and legal tender or between virtual assets; transfers; custody or administration; and financial services linked to the issuance, marketing or offering of virtual assets. It reaches anyone operating habitually on Costa Rican territory «whatever their legal domicile». Banks and other obliged entities may not deal with unregistered VASPs: no registration, no access to local banking.

How to register with SUGEF, step by step

Status as of November 1, 2026: the VASP regulation does not appear as approved in SUGEF's current regulations. On October 5, 2026, CONASSIF published for public consultation (Supplement 134 to La Gaceta 187) a proposal that amends SUGEF Agreement 13-19, the anti-money-laundering prevention regulation for entities under articles 15 and 15 bis of Law 7786, to bring VASPs into it, and SUGEF has not published a registration procedure for them. So it pays to separate what the law already requires from what the procedure might ask:

1. Confirm the activity is a VASP activity and whether it falls under another superintendency: a token that is a security needs SUGEVAL authorization for a public offering.
2. Build the compliance program before applying, which the law already requires: a documented risk assessment, customer and beneficial-owner identification, record keeping, politically exposed person controls, the FATF travel rule on transfers, freezing against UN lists and suspicious transaction reports to the ICD financial intelligence unit.
3. Prepare the file. The current procedure for other registered entities (SUGEF Agreement 11-18) is only a reference, because today it covers articles 15 and 15 bis of Law 7786 and the CONASSIF proposal does not amend it. That procedure asks for: a head office in Costa Rica, beneficial owners from 10 %, apostilled criminal records, a sworn statement of not appearing on UN or OFAC lists, a compliance manual approved by the board, source of funds, enrollment on the UIF Reportes platform and dedicated IBAN accounts at a supervised bank.
4. File the application through SUGEF’s registration platform, digitally signed by the legal representative and with the status of a sworn statement.
5. Answer the single request for corrections: under the current regime SUGEF gives one chance to fix the file, with at least 10 business days, and decides within 40 calendar days (60 for complex cases).
6. Comply afterwards: reports to the financial intelligence unit, up-to-date information, a compliance officer if SUGEF requires one based on risk, and the supervision fee.

Steps 3 to 6 mirror the regime in force for other obliged entities; the VASP regulation may change requirements, deadlines or the platform. Fines for refusing to register range from 2 to 100 base salaries.

Tokenizing securities: SUGEVAL and the trust

A token that embodies a tradable economic right and raises funds from the public is a security by its economic content: its public offering needs SUGEVAL authorization under the Securities Market Law, and SUGEF registration does not replace it. The usual vehicle is the Commercial Code trust, with bank and non-bank trustees — the local variant of the Latin American fideicomiso — on which beneficiary rights are represented in tokens with transfer restrictions and a register a regulated entity answers for.

What is being tokenized

Tourist and residential real estate (Guanacaste, the Central Valley), renewable energy — the country produces almost all its electricity from renewables and its projects seek fractional financing — and agricultural exports. The reading for an issuer: international investors familiar with the country, a known trust structure and a demanding securities regulator.

How we work with issuers in the country

The anatomy does not change from country to country: classification of the asset, a vehicle with segregated assets, a token with transfer restrictions, verified identity on every transfer and serious custody — the seven-layer platform we build, with the local legal layer on top and a local counsel alongside. The full map of the region is in asset tokenization in Latin America.

Framework as of October 2, 2026, checked against official sources and reviewed as of November 1, 2026, for the VASP regulation; regimes change — confirm the current status before structuring. A project or a registration in Costa Rica? Talk to us.