How to get a Trademark in Mexico?

In order to incorporate a company in Mexico as a foreigner you will need to comply with the minimum requirements established by Mexican law. The first thing that you should be aware of is that sole proprietor companies are not available to foreigners. In this regard, to incorporate a company in Mexico, said company should have at least two shareholders. These shareholders can be both foreign people and/or companies. Regardless of who the shareholder are, these must have sufficient documentation to provide to the authorities’ information regarding what is known as the “ultimate beneficiary”. The ultimate beneficiary is the person who ultimately benefits from the incorporation of the company. If the company is made up of people these would be the ultimate beneficiaries, whereas if the company is made up of other companies the ultimate beneficiaries would be the shareholders of said company. As a summary, in order to incorporate a company, shareholders must provide, at least, the following information: 

People

• Passport; 
• Birth certificate; 
• Proof of address; 
• Social Security Number or equivalent; 
• Tax identification number or equivalent; 
• If married, marriage certificate and spouse’s passport. 

Companies

• Incorporation deed; 
• By-laws; 
• Legal representative’s passport; 
• Proof of address; 
• Tax identification number or equivalent;
• And all documents stated in Section A above from its legal representatives or shareholders. 

Are there any limitations to foreigners incorporating a Mexican company? 

Yes, there are three types of restrictions to foreign owned companies: 1) activities restricted to fully Mexican owned companies; 2) activities where the foreign capital may not exceed a specific shareholding percentage of the Company; and 3) activities where the foreign shareholders may not have the majority of the shares that compose the Company.  

As an example, some industries or activities restricted to foreigners are gun production, education, mining, oil, gas and legal services. These activities and their specific restrictions are depicted in the National Foreign Investments Act (“Ley Nacional de Inversión Extranjera”).  In some cases, exceptions can be made to the aforementioned rules by requesting a permit before National Foreign Investments Commission. We recommend talking to a lawyer before initiating any type of business activities in Mexico as this may result in fines and sanctions. 

Do the shareholders have to be in Mexico in order to incorporate a Company? 

Although the shareholders presence before the Notary Public at the incorporation date is mandatory, the shareholders may appoint a legal representative in order for him to represent them at the incorporation date. For this representation to be valid, the power of attorney must be granted following specific guidelines, should be lawfully notarized and apostilled at the country where the power of attorney is granted and finally should be translated to Spanish and legalized by Mexican agent. 

Is there a yearly or monthly fee to be covered in order to maintain the company incorporated? 

No, there are no fees associated with the maintenance of a Mexican company. Once a company is incorporated, the company will exist until A) the shareholders decide to shut it down; or B) until the pre-established term mentioned at the incorporation deed is met. 

Although there are no maintenance fees associated with the company, you should be aware that corporate tax returns are presented monthly and yearly. In this regard we recommend hiring an accountant to help you with the filling of said tax returns. Please ask our associates about our accounting plans. 

Should I have a Mexican shareholder or legal representative? 

No, there’s no specific requirement to have a Mexican shareholder or representative, although you’ll need a Mexican citizen or foreigner with RFC number in order to register the Company before Mexico’s tax agency (SAT). You can designate a Mexican representative only for said purposes. 

Once the company has its own tax identification number (RFC), you may use said RFC in order to make appointments before Mexico’s tax agency or any other government related procedures. 

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