We are talking about those Mexican companies that have foreign shareholders, Article 773 of the Federal Civil Code, states that foreigners and legal entities that intend to acquire ownership of real estate, must observe the provisions of Article 27 of the Federal Constitution and its regulatory laws. , as is the case of the Foreign Investment Law (LIE) Article 2, which qualifies Mexican companies in two, those:
1. WITH CLAUSE OF EXCLUSION OF FOREIGNERS:
These companies can freely acquire real estate throughout the national territory without the need for any permit.
2. WITHOUT CLAUSE OF EXCLUSION OF FOREIGNERS:
These companies admit foreigners as partners and in accordance with article 14 of the regulations of the Foreign Investment Law (LIE) must sign an agreement called CALVO CLAUSE within their bylaws, in which their foreign partners are bound before the Secretary of Foreign Relations to be considered as national with respect to:
a). Shares, social interests, or rights acquired by said companies.
b). Assets, rights, concessions, participants, or interests owned by the companies.
c). Rights and obligations deriving from contracts to which the companies themselves are a party.
The clause or agreement must include the waiver of requesting the protection of its foreign governments, under penalty of losing, for the benefit of the Mexican Nation, the rights and assets that it had acquired. These companies can acquire all types of real estate in the national territory, except those intended for residential activities and that are located in a restricted area, or they may be acquired as long as they give notice to the Ministry of Foreign Affairs within the following 60 business days. They make the acquisition according to Article 10, section I of the Foreign Investment Law (LIE).
By Lic. Perla Román
