MEXICO Law and Practice Contributed by: Christian Lippert, Carlos Chávez, Juan Carlos Burgos and Édgar Martín, Galicia Abogados
Galicia Abogados, S.C. Torre SOMA Chapultepec Av Campos Elíseos 204, 27th Floor Polanco 11550 Mexico City Mexico Tel: +52 55 5540 9200 Email: contacto@galicia.com.mx Web: www.galicia.com.mx
1.3 Enforcement Authorities Since 2025, the National Antitrust Commission ( Comisión Nacional Antimonopolio , or CNA) has been the sole authority responsible for the enforcement of merger control. Between 2013 and 2025, the Federal Telecommunications Institute ( Instituto Federal de Telecomunicaciones ) had merger control jurisdiction over concentrations in the telecommunications and broadcast industries.
1. Legislation and Enforcing Authorities 1.1 Merger Control Legislation The Federal Competition Act ( Ley Federal de Compe- tencia Económica , or FCA) is the key piece of merger control legislation. The FCA is supplemented by the Regulations ( Disposiciones Regulatorias ) issued by the National Antitrust Commission ( Comisión Nacional Antimonopolio , or CNA). Additionally, the CNA has issued formal guidance ( Guía para la de Notificación de Concentraciones ) on merger control thresholds, procedures and criteria. 1.2 Legislation Relating to Particular Sectors The Foreign Investment Act ( Ley de Inversión Extran- jera , or FIA) and its Regulations set forth the limited list of industries which are either reserved only for Mexi - can investors or in which foreign investment is limited to a minority interest. The FIA also establishes certain restrictions upon foreign ownership of real estate in coastal and border zones and, importantly, that the acquisition by foreign investors of interests great - er than 49% in Mexican companies whose assets exceed a certain monetary threshold requires the pri - or authorisation of the Foreign Investments Commis - sion ( Comisión Nacional de Inversiones Extranjeras , or CNIE). This monetary threshold is fixed annually by the CNIE. Additionally, sector-specific statutes (eg, financial sector laws) may impose additional requirements upon foreign transactions or investments.
2. Jurisdiction 2.1 Notification
Reportable transactions (ie, those that exceed at least one of the jurisdictional thresholds set forth in 2.5 Jurisdictional Thresholds ) are subject to a mandatory filing. Transactions that are not mandatorily report - able may nevertheless be notified to the CNA under a voluntary filing. Exempted Transactions The following transactions are exempted from the need for prior CNA clearance even if they exceed the jurisdictional thresholds set forth in 2.5 Jurisdiction- al Thresholds . Under Mexican law, exemptions are narrow and not general in nature. Accordingly, to be exempted, transactions must exactly meet the criteria (as applicable) set forth below: • Corporate restructurings : Restructurings where all the parties to the restructuring are under com - mon control or otherwise form a part of the same economic group and no third party participates in such restructuring;
384 CHAMBERS.COM
Powered by FlippingBook