Ownership & Structure

Holding Property Through a Mexican Corporation

When a corporation is the right vehicle — and the continuing obligations that come with it, long after the closing.

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For non-residential or commercial real estate, and for certain investment structures, property in Mexico may be held through a Mexican corporation rather than a fideicomiso. The corporation can hold title directly; what it cannot do is run itself.

A corporation is not a one-time structure. It is a continuing obligation.

When a Corporation Fits

A Mexican corporation suits commercial use, development, and portfolios of assets, and allows foreign participation subject to foreign-investment registration. For a single residential home in the restricted zone, the fideicomiso is usually the better fit. The choice should follow use and position, not habit.

The Continuing Obligations

Once formed, the company must maintain an RFC and an electronic signature (FIEL), keep a bank account, file taxes monthly — even to declare zeros — and file annual returns, issue and receive electronic invoices (CFDI), keep formal accounting, and report withholding on payments to third parties. Where there is staff, social-security (IMSS, INFONAVIT) and labour obligations are attached as well.

Governance and Foreign Ownership

The board administers and represents the company under the General Law of Commercial Companies and is not subordinate to individual shareholders’ instructions. Where shares are held by a foreign entity, the tax rate is generally the same — but ownership through a low-tax jurisdiction invites closer scrutiny of the company’s cross-border dealings.

The structure that is cheapest to create is not always the cheapest to keep.

About the Author

Ana Lozano — Attorney at Law, Lozano & Associates. Ana Lozano is the founding partner of the firm and brings a quarter-century of experience advising international clients across Mexico’s regulated coastal and investment jurisdictions. She is certified by the Superior Court of Justice of Guerrero as an expert translator and interpreter in English and Spanish. Her practice integrates regulatory depth with commercial fluency within Mexico’s legal framework.

info@mexicanattorneys.com.mx  ·  lozanoassociates.com  ·  +52 755 544 6007

Holding Mexican real estate through a corporation requires individualized legal and tax analysis under Mexican law and applicable regulations.

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Structure before you invest.

Careful planning preserves capital, reduces exposure, and aligns legal frameworks with strategic investment intent.

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