How can I incorporate and/or form a company in Mexico? What legal aspects should a foreign investor take in consideration to start operations in Mexico? These are the key question for foreign investors wishing to establish a Mexican legal entity to expand their business network across Latin America. This article will provide you with the legal framework behind the formation and incorporate of a company in Mexico.
Incorporate in Mexico – Legal restrictions for foreign investment
Mexican law has certain legal restrictions for the participation of foreign investment in specific sectors or activities. According to the Foreign Investment Law (FIL), there are activities reserved to the government and to Mexican citizens and companies, with a clause in the bi-laws stating the exclusion of foreigners. In some activities the percentage of foreign participation is limited to a specific number that ranges from 10% to 49%.
Before starting the process to incorporate a company, it is very important to confirm there are no legal restrictions in the participation of foreign investment.
Foreign ownership above 49% can be authorised in special cases for activities protected by Mexican law from foreign investment, subject to approval from the Mexican government. The approval process can take up to 3 months. It is very important to emphasise that, before the government grants this authorisation, the company to be incorporated cannot perform the restricted activity for which it is seeking authorisation.
Legal existence of the company
- Having the bi-laws and the incorporation document duly certified by notary public,
- Having a confirmed registration number (RFC) granted by the tax authorities
- Having a registry number which proves the registration of the company in the Public Registry of Commerce.
- Having a confirmed register in the Registro Nacional de Inversiones Extranjeras
- Having proof of an address, a telephone/internet bill, water bill or electricity bill, which are the most recognised by Mexican authorities
Additional permissions, authorisations or concessions
Depending on the activities of your company, Mexican law establishes some cases in which it is necessary to obtain special permissions, authorisations or concessions. This is usually the case of certain industries for example telecommunications, energy, oil and gas sector and mining.
Legal maintenance of the company
- Sending the relevant quarterly updated reports to the Registro Nacional de Inversión Extranjera if there are changes to the company structure or fiscal address.
- Sending to tax authorities the corresponding list of non-resident foreign partners who have an interest in the company.
- Keeping the tax authorities duly updated if you have changed the fiscal address of the company
- Register all changes to the company’s bi-laws in the Public Register of Commerce
Should you have any questions or concerns regarding the steps to take to forming or incorporating a company in Mexico, we’ll be glad to guide you in the right direction. Don’t hesitate to contact Alex from Biz Latin Hub here.