[ESTABLISHING A BUSINESS ENTITY IN MEXICO] 340
Abroad, the Washington Protocol on the Uniformity of Powers of Attorney and the Convention de La Haye. In order for such power-of- attorney to be effective in Mexico, it must also be translated into the Spanish language by an expert translator authorized by the relevant court; (c) The corporate purpose of the company, considering the foreign investment restrictions mentioned in the following Section VI; (d) The amount of the capital stock of the Mexican company and the participation of each shareholder or partner in such capital stock, as well as the par value of the shares or the indication that the shares shall not have a par value amount; (e) The name of each member of the board of directors or in the event that it is so decided, the name of the sole manager of the company, as well as the names of the examiner and main officers thereof; (f) The names of the persons that will receive powers-of-attorneys from the company, and the limitations to such powers-of-attorney (generally such persons would be carrying out the day-to-day management of such company); and (g) The rules regarding the dissolution and liquidation of the company. 34
Notwithstanding the foregoing, due to the issuance of a relatively new law called the Mexican Federal Law for the Prevention and Identification of Transactions with Illegal Resources ( Ley Federal para la Prevención e Identificación de Operaciones con Recursos de Procedencia Ilícita ) (“ Anti Money Laundry Law ” or “ AML Law ”) the Public Faith Officers are required to obtain additional information for the incorporation process such as: 1. Copies of the identifications documents of the individuals that will become partners or shareholders of the company or in the event of an entity it will be required a copy of the articles of incorporation and by-laws translated into Spanish (please note that this specific requirement may be time consuming); 2. Evidence or proof of the domicile mentioned for each shareholder, such as a copy of a utility bill (phone, electricity, etc.); 3. Tax identification numbers assigned by the relevant tax authorities of the country of origin of the individuals or entities that will become partners or shareholders of the company; and 4. General information of individuals or entities that will become partners or shareholders of the company, such as their telephone number and email address. The AML Law has as main purpose to protect the financial system and the
34 Such dissolution and liquidation rules shall be consistent with the LGSM. Per amendments to the LGSM on 2018, it was created a simplified dissolution and liquidation procedure that reduces considerably the
period and costs of liquidation and companies may apply them as long as they comply with certain requirements.
ILN Corporate Group – Establishing a Business Entity Series
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