To set up a company in Mexico, a Chinese company goes in order through name authorization, a deed before a notary, the commercial registry, tax registration (RFC and e.firma) and foreign-investment registration (RNIE), all handled by licensed Mexican lawyers, notaries and accountants. Xin Puente coordinates every step in Chinese, organizes the documents and follows up, but gives no legal or tax advice.
Updated · Sources checked: SE (autorización de denominación), Ley General de Sociedades Mercantiles, Ley de Inversión Extranjera, Código Fiscal de la Federación, SE (RNIE), SAT (Padrón de Importadores), HCCH (Apostille Convention status table), Ley del Notariado de la CDMX (texto).
A foreign investor may in principle hold any share of a Mexican company, except in activities the law reserves or caps (Foreign Investment Law, arts. 4-9). These are the three forms Chinese companies most often consider; a lawyer compares them for your shareholders and sector.
| Item | S.A. de C.V. | S.A.P.I. de C.V. | S. de R.L. de C.V. |
|---|---|---|---|
| Chinese name | Variable-capital joint-stock company | Investment-promotion joint-stock company with variable capital | Variable-capital limited liability company |
| Owners | At least 2, each subscribing at least one share; no maximum (LGSM art. 89) | S.A. rules plus the Securities Market Law (LMV arts. 12-21) | At most 50 owners (art. 61); the notary confirms the minimum |
| Capital | The bylaws state a minimum capital, fully subscribed; at least 20% of each cash-paid share is paid in (art. 89) | As for the S.A. | Contributions fully subscribed, at least half paid in (art. 64) |
| Management | Sole administrator or board, plus at least one comisario (arts. 91, 142-143) | A board is mandatory; every 10% holder may appoint a director and a comisario (arts. 14, 16) | One or more managers (gerentes) (art. 74) |
| Transfer of ownership | Shares; the bylaws may require board approval (art. 130) | The bylaws can add transfer limits, veto shares and shareholder agreements (arts. 13, 16) | Assignment or a new owner needs holders of a majority of capital; right of first refusal within 15 days (arts. 65, 66) |
| Name ending | S.A. | Adds “Promotora de Inversión” or P.I. | S. de R.L. |
| Why people pick it (law-firm articles, not official) | The most common corporate form | Investor-oriented, with tailored investor rights | Limited liability; often chosen by foreign investors |
The order below comes from official pages; order and timing vary by case and a lawyer confirms them.
Done by: the lawyer. Foreign investors may hold any share except in activities reserved to the State or to Mexicans, or capped; first confirm that your business purpose is not restricted (LIE arts. 4-9).
Done by: you and a Chinese notary office; Xin Puente coordinates. Documents are notarized in China, apostilled, then translated into Spanish by a certified translator; see the next section.
Done by: the lawyer or notary. Filed on tuempresa.gob.mx of the Secretaría de Economía (SE): free, with an electronic answer in 2 business days; the user needs an RFC, CURP and e.firma, so in practice the notary or lawyer files it (SE guide).
Done by: a notary or corredor público. The deed is in Spanish; signers who do not speak it bring an interpreter at their own cost (CDMX notary law art. 108); the notary identifies and keeps the beneficial owners (CFF art. 32-B Ter).
Done by: the notary or lawyer. Once registered in the Registro Público de Comercio, the company has a legal personality distinct from its owners (LGSM art. 2).
Done by: the accountant; a notary enrolled in the remote scheme of the tax authority (Servicio de Administración Tributaria, SAT) can do it at signing. Foreign owners need not register if the company files a yearly list of them (address, tax residence, tax ID) and uses the generic RFC (CFF art. 27; SAT ficha 45/CFF).
Done by: the legal representative in person, by appointment at the SAT, with the accountant helping. The representative needs an own RFC and an active e.firma (SAT ficha 105/CFF). Whether a non-resident Chinese national can serve is disputed in the sources; in practice a Mexican-resident representative is usually appointed, and the lawyer confirms (GP&H Legal).
Done by: the company; the accountant sets it up. The tax address should be where the business really operates and the SAT can check it; using a virtual office as tax address is risky, so ask the accountant and lawyer first (IDC Online; El Financiero). The accountant enables the tax mailbox and it is checked regularly (CFF art. 17-K).
Done by: the lawyer, notary or accountant, electronically. Companies with foreign investment register within 40 business days of being formed (LIE art. 32; RNIE deadlines).
Done by: the legal representative with the bank; Xin Puente coordinates appointments and papers. We found no single official checklist; each bank sets its own requirements and decides whether to open the account, and we promise no outcome (Global Law Experts).
Done by: the accountant, with a customs broker. Filed online with the SAT, free, with an answer in 6 business days; it requires an active RFC and e.firma, a positive compliance opinion and a validated tax mailbox (SAT).
Done by: the company or its representative, online with an e.firma; free. Employers must register and register their workers and report changes within 5 business days (IMSS-02-001).
There is no official total timeline. Outside law-firm estimates run about 6 to 12 weeks, and the bank is usually the slowest part (Global Law Experts). We promise no dates.
China joined the Apostille Convention on 7 November 2023, and its accession is in force; Mexico has been a party since 14 August 1995 and did not object to China's accession (only India did) (HCCH status table; HCCH notifications). The Mexican Consulate General in Guangzhou says it no longer issues legalizations from that date (consulate).
So the order is: notarize first at a Chinese notary office, then obtain the apostille from the Ministry of Foreign Affairs or an authorized provincial foreign-affairs office (consular service FAQ), then have a certified translator put it into Spanish. If owners will not attend, the power of attorney, once apostilled and translated, is formalized (protocolizado) before a Mexican notary to take effect (CDMX notary law arts. 142-143).
The notary decides the final list. China-side outbound-investment filings and foreign-exchange steps are for your Chinese lawyer or bank to confirm; Xin Puente only reminds you (NDRC). The checklist below builds the full version for your case.
Free, no sign-up. Pick the closest answer, or “Not sure”. The result is general information and every item carries an official or professional source.
EN This checklist is general information only, not legal, tax or accounting advice. Xin Puente is a coordination and introduction company, not a law firm, notary, accounting firm, customs broker or legal representative. A licensed Mexican lawyer, notary and accountant must confirm the documents, steps and costs for your case before you rely on them.
中文 本清单仅为一般性信息，不构成法律、税务或会计建议。信桥（Xin Puente）是协调与引荐公司，不是律师事务所、公证人、会计师事务所、报关行或法定代表人。具体文件、步骤和费用须由持牌的墨西哥律师、公证人和会计师根据您的情况确认后方可采用。
ES Esta lista es solo información general y no constituye asesoría legal, fiscal ni contable. Xin Puente es una empresa de coordinación y referencia; no es despacho de abogados, notaría, despacho contable, agente aduanal ni representante legal. Los documentos, pasos y costos deben ser confirmados para su caso por un abogado, notario y contador mexicanos con licencia antes de usarlos.
A quote is provided after we understand your situation; every cost is explained up front
We list the official fees, the licensed partners' fees and our own coordination fee separately, so you see everything before you sign. You sign a service letter with each licensed partner, who does and answers for the legal work.
The “Mexico Entry Package” on the home page is market-entry planning, cost research and partner introductions; it does not include incorporation, which is quoted separately. See the plans on the home page.
There is no official total timeline, only deadlines per stage: the name answer takes 2 business days, the foreign-investment registration is filed within 40 business days of forming the company, and the SAT answers the importers' register in 6 business days. Law firms estimate 6 to 12 weeks overall and the bank is usually slowest. We promise no dates.
Not necessarily: documents are notarized and apostilled in China and, with the power of attorney translated and formalized before a Mexican notary, someone in Mexico signs. But the company's legal representative must go to the SAT in person for the e.firma; whether a non-resident Chinese national can serve is disputed in the sources, and the lawyer confirms.
The General Law of Commercial Companies text we read sets no minimum in pesos: in an S.A. the bylaws state a minimum capital, fully subscribed, with at least 20% of each cash-paid share paid in; in an S. de R.L. at least half is paid in. Figures online disagree; what counts is what the notary and the bank require.
In principle yes: foreign investors may hold any share, except in activities reserved to the State or to Mexicans, or capped. But an S.A. and an S. de R.L. normally need at least two owners; have a lawyer check your sector and your owners.
A quote is provided after we understand your situation, and every cost is explained up front. Official fees, the licensed partners' fees and our coordination fee are listed separately before you sign.
No. Xin Puente connects and coordinates; it is not a law firm, notary, accounting firm or customs broker, and gives no legal or tax advice. Name authorization, the deed, tax registration and foreign-investment registration are done, and answered for, by licensed Mexican lawyers, notaries and accountants; you sign a service letter with each one and we coordinate in Chinese.
A few short steps, mostly taps. We review it and contact you in Chinese; a quote is provided after we understand your situation.
Hi, I am Mei, the Xin Puente assistant. What would you like to know about entering Mexico?