REGISTRATION OF MEXICAN LEGAL ENTITIES IN THE NATIONAL REGISTRY OF FOREIGN INVESTMENT

The National Registry of Foreign Investment («RNIE», for its acronym in spanish) is the area of the Mexican Federal Government, administered by the Ministry of Economy, in charge of accounting and following up on foreign investment flows in Mexico. It was created in March 1973, with the publication of the Law to Promote Mexican Investment and Regulate Foreign Investment (replaced by the current Foreign Investment Law), with the main purpose of monitoring compliance with the provisions on foreign investment and to have a source of information that would allow to know the behavior of foreign investments in the country.

The Registry as such, is not public in general terms (although there is some data that can be consulted publicly in their webpage). Now, with respect to its organization and operation, it is divided into the following sections:

Section One: Foreign individuals and legal entities, that habitually carry out acts of commerce in the Mexican Republic:

This section also includes Mexican individuals who possess or acquire another nationality and who have their domicile outside the national territory.

Section Two: Corporations:

This section includes Mexican corporations in which they participate, including through trusts:

1. Foreign investment;
2. Mexicans who possess or acquire another nationality and who have their domicile outside of Mexican territory; or
3. Neutral investment.

Section Three: Trusts:

This section includes trusts of shares or social parts, of real estate or of neutral investment, by virtue of which rights are derived in favor of foreign investment or of Mexicans who possess or acquire another nationality and who have their domicile outside the national territory.

Among the obligations that must be complied trough the RNIE, they are the following:

1. Application for registration;
2. Notifying modifications to the information previously provided to the RNIE;
3. Report quarterly on income and expenses;
4. Submit an Annual Economic Report;
5. Request for cancellation of registration;
6. Notices from public notaries

Now, with respect to the subject matter of this article, it is necessary to highlight that all Mexican companies that receive foreign investment are required to register in the RNIE, regardless of the amount of the investment. This registration is mandatory and must be filed before the Ministry of Economy within 40 days following the realization of the foreign investment, which may arise from the creation of a new Mexican company or through any acquisition of shares or social parts with respect to an existing Mexican company.

The information to be provided to the RNIE includes general data of the company, such as its name/corporate name, domicile, corporate purpose, capital stock, among others, as well as information on the foreign investment received, such as the amount, form of payment and nationality of the investor. In some cases, information on the activities of the company and its participation in the domestic market is also required.

The registration process must be submitted before the RNIE, at the Ministry of Economy, located at Insurgentes Sur No.1940, PB, Colonia Florida, Delegación Álvaro Obregón, Postal Code 01030, Mexico City or at any of its 49 delegations and subdelegations in the interior of the country, where they are open from Monday to Friday from 9:00 to 14:00 hours, or, if applicable, electronically through the web page https://rnie.economia.gob.mx/  

The maximum term that the RNIE has to respond to a procedure is 10 working days from the day following the date of filing. Once this term has elapsed without issuing the corresponding resolution, the application will be considered approved, i.e., affirmative fictitious.

In addition, it is important to note that all procedures submitted to the RNIE are free of charge, but in the event that the filing exceeds the established term, the obligated parties will be subject to a penalty ranging from 30 to 100 Units of Measurement and Updating (“UMA”, for its acronym in spanish).

Do you have any doubts or would you like additional help? Please contact us and we will be glad to assist you at contacto@innovalaw.com.mx