Mexican Investment Board

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Mexican Investment Board

SEVENTH TITLE

NATIONAL FOREIGN INVESTMENT REGISTRY

ARTICLE 31.- The Registry shall not be of a public nature and it shall be divided into the sections set forth by its Regulations, which shall determine its organization, as well as information to be provided to such Registry.

ARTICLE 32.- The following must register with the Registry:
I. Mexican Companies in which foreign investors participate, including those in which this participate through trusts and neutral investment.
II. Foreign individuals or corporations who habitually undertake commercial activity in Mexico, and branches of foreign investors established in Mexico; and
III. Trusts on shares or corporate equity interest, on real estate, and on neutral investment by which rights are derived for the foreign investment.

The obligation to register falls upon the individuals and corporations to which paragraph I and II refer, and in the case of paragraph III, the obligation shall correspond upon the fiduciary institution. The registration must be done within 40 business days counted from the date of the creation of the corporation or the equity participation by foreign investors; of normalization or protocolling of the documents relating to the foreign company; or of the creation of the relevant trust or granting of beneficial rights to foreign investors.

ARTICLE 33.- The Registry shall issue registration certificates when the request contains the following data:

I.- In the assumptions of sections I and lI:
a. Name, trade or corporate name, domicile, date of incorporation if applicable, and main economic activity to be performed;
b. Name and domicile of legal representative;
c. Name and domicile of persons authorized to hear and receive notices;
d. Name, trade or corporate name, citizenship and immigrant status, if applicable, domicile of the foreign investors overseas or in the country and the percentage of their equity;
e. Amount of the subscribes and paid-in or subscribes and payable capital stock; and
f. Estimated date of commencement of operations and approximate amount of total investment with a schedule therefore;

II.- In the assumption of Section ll:
a. Name of the trustee bank;
b. Name, trade or corporate name, domicile and citizenship of the foreign investment or of the trustier foreign investors;
c. Name, trade or corporate name, domicile and citizenship of foreign investment or of foreign investors appointed trust beneficiaries;
d. Date of incorporation, purposes and duration of the trust; and
e. Description, value, destination and, if applicable, location of the property in trust.
Once the Registry has issued the registration and renews thereof, the Registry shall reserve the power to request explanations with respect to the information submitted. Notice should be given to the Registry on any modification to the information submitted as set forth in this Article, pursuant to what is provided for in its Regulations.

ARTICLE 34.- In the incorporation, modification, transformation, merger, corporate breakup (including spin-off, split-up, and split-off), dissolution and liquidation of commercial corporations, civil corporations and associations and, in general, in all legal acts and facts where the persons obligated to register in the Registry, as set forth in Article 32 hereof, intervene on their own behalf or through representatives, the public officers vested with notarial functions shall require from such persons or their representatives to provide evidence o¡ their registration in such Registry, or in case the registration is pending, that they provide evidence of the corresponding request. If such evidence is not provided, the public officer may authorize the public instrument in question, and shall inform the Registry on such failure, within ten business days following the date of authorization of the instrument.

ARTICLE 35.- Persons obligated to register in the Registry should renew their registration record annually, or which purpose the filing of an economic-financial questionnaire as set forth by the respective Regulations shall be sufficient.

ARTICLE 36.- The federal, state and municipal authorities are obligated hereby to provide the Ministry the reports and certifications required to perform their duties under this Law and its regulatory provisions.