Select Page

Buy your Mexico ready-made company

by | Nov 18, 2022 | Corporate Structuring, Latin America

Entrepreneurs choose to start a business in Mexico due to the several benefits that the country holds. The ease of doing business, a strong, stable economy, and legal protection for intellectual property rights are just some of the reasons investors and entrepreneurs choose to enter the Mexican market

But entering new markets often involves several legal issues, one of them being the formal incorporation of a foreign company. The registration of a new company in Mexico comes with some hurdles so investors and entrepreneurs often choose an alternative which is buying a ready-made company. 

What is a ready-made company? 

A ready-made company, otherwise known as a shelf company is a finished company already registered in the commercial register. It is often established for the purpose of resale and has not developed a business activity, and therefore can be a convenient option for those foreign investors in Mexico who want to start their business activities as soon as possible. 

In order to buy a ready-made company in Mexico, investors and entrepreneurs need to follow a few steps and perform a verification before acquiring the legal entity.

We at Damalion, being international legal advisors, can help investors and entrepreneurs with the purchase of a shelf company and start business activities in Mexico.

The advantages of ready-made companies in Mexico 

The biggest advantage of buying a ready-made company in Mexico is quickness. The Mexican company will be yours immediately after you enter into the share transfer agreement. You don’t have to wait for the company to be registered in the Commercial Register, as the company is already registered there.

Another benefit attached to buying a ready-made company in Mexico is that you do not have to deposit the share capital prescribed by law. The capital is paid up by the individual who sells the ready-made company. 

Buying a ready-made company can also be the most favorable option for foreigners who want to start a business without unnecessary administration and with significant time savings.

A shelf company with an account also seems an excellent option: it has already been registered, and it has a bank account and an execution history that future clients and partners can see. 

If the company has been registered for some time, this may be another advantage as it would have gained credibility. 

However, before buying a shelf company in Mexico, conducting due diligence is a must in order to ensure that the company is surely debt-free and has no business history. It is best to let experts do an in-depth legal review. Your Damalion expert can also help in this aspect. 

Buying a company in Mexico 

Entrepreneurs and investors willing to buy a shelf company in Mexico will find several options when looking to purchase this type of company, with different ages and with varying capital.

In order to buy a ready-made company in Mexico, investors need to follow a few steps and conduct a verification before acquiring the legal entity. This is where your Damalion expert comes in.

Helping with the purchase of a shelf company in Mexico or anywhere else in the world is an area of expertise of ours at Damalion, contact your Damalion expert now to buy your shelf company in Mexico.

Damalion – Luxembourg

Buy your Mexico ready-made company — fast transfer, legal & tax readiness (RFC, SAT, IMSS), corporate income tax overview, bank onboarding prep, and Damalion support from KYC to first invoice.

For entrepreneurs, family offices, PE/VC portfolio SPVs and international groups • Damalion facilitates pre-screening, documentation and provider coordination. Final acceptance by banks and authorities remains at their discretion.

Last updated:

What makes a Mexico shelf company transfer fast?

Arrive with a clean ownership story, director/attorney-in-fact details, and tax footprint mapped (business activity, locations, suppliers/clients). We prepare the notarial transfer set, RFC updates, corporate books, and bank-ready pack to accelerate compliance.

Core documents you’ll need

  • Ultimate Beneficial Owner IDs, proof of address, and tax residency (TIN).
  • Corporate chain: parent registration, good standing, and power of attorney where applicable.
  • Source of funds: traceable documentation (dividends, proceeds, capital contributions).
  • Business profile: activities (SAT codes), expected invoicing, key suppliers/clients, cross-border flows.
  • Bank pack: signatory matrix, specimen signatures, and expected payment volumes/currencies.
  • Translations/apostilles if requested by notary/bank.

Entity options at a glance

Topic S.A. de C.V. S. de R.L. de C.V.
Use case Operating/holding with flexible capital Partnership-style, often for pass-through abroad
Ownership Shares; broader investor familiarity Membership interests; contractual flexibility
Governance Shareholders’ meeting, board/sole director Managers and quotaholders meeting
Tax Standard corporate income tax regime Corporate tax in MX; foreign pass-through treatment depends on home country

Damalion support – step by step

  1. Pre-screen & fit. Confirm activity, bankability, and any licensing touchpoints.
  2. Notary & corporate books. Shareholder transfer, bylaws updates, powers and officers.
  3. Tax updates. RFC/SAT notices, tax domicile, e-invoicing (CFDI) readiness.
  4. Bank onboarding. Submit clean KYC, map payment flows, respond to compliance queries.
  5. Go-live. Seal, e-signs where applicable, first invoice and supplier onboarding.

Costs and timelines

  • Notary, registry, translations/apostilles as required.
  • Corporate secretary, bookkeeping, tax filings, and payroll setup if any.
  • From complete file to go-live: typically 1–3 weeks depending on profile and bank.

Frequently asked questions — legal & tax

What is the corporate income tax rate in Mexico?
The standard corporate income tax rate is currently 30% for resident companies, applied on worldwide income. Sector regimes and incentives may apply case-by-case.
How are dividends taxed from a Mexican company?
Dividends distributed from profits already taxed at the corporate level are generally subject to additional shareholder-level rules. Non-resident withholding may apply under domestic law and may be reduced by treaty.
Does Mexico impose VAT (IVA) on my activities?
Most supplies of goods/services are subject to IVA (commonly 16%). Exported services and certain goods may be zero-rated/exempt; mapping flows is essential.
How are intercompany services and royalties treated?
They must comply with transfer pricing and documentation rules. Withholding taxes may apply to outbound payments; treaty relief may reduce rates if conditions are met.
What are the transfer pricing requirements?
Arm’s length methodology, contemporaneous files, and annual disclosures apply to related-party transactions (domestic and cross-border), including master/local documentation where relevant.
Can losses be carried forward?
Tax losses can generally be carried forward for a limited number of years subject to rules; tracking by fiscal year is required.
What creates Mexican tax residency and PE exposure?
Entities incorporated in Mexico are tax resident. Non-residents may create a permanent establishment through a fixed place or dependent agent; digital and commissionaire models need careful review.
Are thin capitalization or interest limitation rules applicable?
Yes. Interest deduction may be limited based on debt-to-equity or earnings-based rules; related-party and back-to-back arrangements face closer scrutiny.
What are the annual compliance obligations?
Corporate income tax return, IVA returns, payroll filings (if applicable), e-accounting where required, and informative returns for related-party dealings.
How are beneficial owners recorded?
Companies must identify and maintain records of UBOs and cooperate with authorities upon request. Banks require UBO transparency for onboarding.
What legal steps are needed to transfer a shelf company?
Share transfer deed before a notary, bylaws updates, officer appointments, registration updates, corporate books entries, and powers of attorney where needed.
Do I need a local director or legal representative?
A local legal representative is commonly appointed for tax and operational purposes. Specific mandates and SAT representation should be formalized.
How are cross-border dividends, interest and royalties withheld?
Domestic withholding rates apply, potentially reduced by an applicable double tax treaty subject to residence certification and beneficial ownership tests.
What accounting standards and invoicing rules apply?
Mexican statutory accounting and CFDI e-invoicing apply. Books, ledgers, and XML invoices must align with SAT requirements and the company’s RFC.
What are the key bank onboarding expectations?
Clean KYC, proof of tax registration (RFC), expected payment flows, UBO chart, and consistent source-of-funds/story across documents; timelines depend on profile and sector risk.

  • Graphic – Luxembourg
  • Graphic – Luxembourg

Categories