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Mexico Introduces the First Single-Member Corporation: The Simplified Stock Corporation

Mexico Introduces the First Single-Member Corporation: The Simplified Stock Corporation

On March 14, 2016, the decree creating the Simplified Stock Corporation (Sociedad por Acciones Simplificada, or "SAS"), the first single-member corporation in Mexico, was published in the Federal Official Gazette

The main features of the SAS are the following:

 

  • The corporation may be electronically incorporated by one or more individuals, with no further requirements.
  • The total income of a SAS cannot exceed $5'000,000 (five million Mexican pesos).
  • Registration before the Public Registry of Commerce, as well as the submission of the annual financial report, will be made available in electronic format.
  • The corporation's existence will be evidenced by a document electronically generated by the Ministry of Economy's website during the corporation's formation.
  • Shareholders may not concurrently hold shares in any other commercial entity, as indicated by the Mexican Stock Exchange Act.
  • The SAS will be exempt from forming a legal reserve fund.
  • All shares will be equal in value and will grant the same rights to their respective shareholders.
  • One of the shareholders will be appointed administrator of the corporation.
  • The shareholders will be jointly or severally liable with the corporation, as applicable, if a criminal offense has been committed.  

Individuals will be able to incorporate a SAS beginning on September 15, 2016.

Lawyer Contacts 

For further information, please contact your principal Firm representative or one of the lawyers listed below. General email messages may be sent using our "Contact Us" form, which can be found at www.jonesday.com/contactus/.

Antonio Franck
Mexico City
+52.55.3000.4007
[email protected]

Blanca Luévano
Mexico City
+52.55.3000.4036
[email protected]

Fernando de Leo
Mexico City
+55.52.6283.4066
[email protected]

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