Entity Formation in Mexico

Ready for a permanent presence in Mexico? We help you incorporate the right way, and stay alongside you for the accounting, payroll, and compliance that follow. Independent advice on timing, not just paperwork.

  • Independent advice
  • Vetted partners
  • Honest timing

What incorporating in Mexico as an S.A. de C.V. or S. de R.L. de C.V. means

The S.A. de C.V. (Sociedad Anónima de Capital Variable) is the standard vehicle for a permanent business presence in Mexico — a share-capital structure that can have a single shareholder under the 2016 simplified-stock-company reform, formed by a notarial deed before a notario público and Registro Público de Comercio (RPC) entry. Many US-parented groups instead choose the S. de R.L. de C.V. (Sociedad de Responsabilidad Limitada de Capital Variable), a membership-quota structure requiring at least two members, often preferred for US check-the-box tax treatment. Both are governed by the Ley General de Sociedades Mercantiles (LGSM). There is no statutory minimum share capital — it can legally be a nominal MXN 1 — though market practice recommends more for banking and creditor confidence. When you form either vehicle, you become the legal employer and operator in Mexico, with full control and no per-employee EOR fees, in exchange for the setup time and the ongoing obligations.

01

Your own company

Your own S.A. de C.V. or S. de R.L. de C.V. makes you the legal employer and operator in Mexico, with full control of employment terms and a local brand presence.

02

Lower cost at scale

No per-employee EOR fees. For permanent, proven headcount, owning the entity is more cost-effective than ongoing EOR arrangements.

03

Setup takes time

Incorporation typically takes eight to twelve weeks end to end — name reservation, notarial deed, RPC filing, SAT and IMSS registration, then opening a bank account, often the longest step — and you cannot legally employ anyone until IMSS registration is in place. Timing the move matters, which is why many companies bridge with an EOR first.

How incorporating in Mexico works, step by step

From structuring the company to operating it compliantly.

01 — Structure & prepare

We confirm incorporation is right for you, reserve your company name with the Secretaría de Economía, and arrange your registered Mexican office address (domicilio social).

02 — Capital & notarisation

The foundation deed (acta constitutiva) is executed before a notario público, as required by law. There is no statutory minimum share capital — it can legally be a nominal MXN 1 — though most companies deposit more for banking and creditor confidence.

03 — Register the company

The company is entered in the RPC at state level for full legal personality, then registered with the Servicio de Administración Tributaria (SAT) for an RFC (and an RNIE filing if foreign-owned, within 40 business days).

04 — Operate & stay compliant

IMSS (Instituto Mexicano del Seguro Social) employer registration must be in place before your first hire. Opening a business bank account is often the longest step, typically four to eight weeks for KYC review, after which ongoing accounting, payroll, and filings are all things we can run for you.

What incorporating in Mexico costs

Two kinds of cost: the one-off formation, and the ongoing operating obligations. Mexico has no statutory minimum share capital, so formation cost is largely notary and filing fees; the real commitment is the ongoing compliance. We give you a clear figure before you commit.

Share capital & formation

There is no statutory minimum share capital for an S.A. de C.V. or S. de R.L. de C.V. — it can legally be a nominal MXN 1, though market practice recommends more for banking and creditor confidence. Notary fees typically run MXN 8,000-25,000+ and RPC filing fees roughly MXN 1,000-3,000, though both vary by state and are illustrative only, not verified against any one state’s fee schedule.

Corporate tax

A flat 30% ISR (Impuesto Sobre la Renta) rate on a company’s fiscal result (LISR Art. 9), unchanged since 2014 — there is no reduced rate for SMEs at federal level.

VAT

Standard IVA (Impuesto al Valor Agregado) is 16% nationally, with an effective 8% rate (via a 50% tax credit) in the northern and southern border-zone stimulus, extended for calendar 2026 only — a further extension for 2027 is still an open decision. There is no minimum-turnover registration threshold; any taxable activity registers from peso one.

Ongoing obligations

Monthly ISR, IVA, and DIOT filings, bimonthly INFONAVIT (Instituto del Fondo Nacional de la Vivienda para los Trabajadores) remittance, an annual corporate ISR return by 31 March, PTU (Participación de los Trabajadores en las Utilidades) distribution within 60 days of that filing, and an annual shareholders’ assembly, all of which we can manage for you.

Why form your S.A. de C.V. or S. de R.L. de C.V. through Bradford Jacobs

Why companies incorporate in Mexico through us rather than a one-off formation agent.

We advise you on the best time to incorporate

We are independent: we assess what you actually need, place you with the right vetted partner, secure pricing you will not get going direct, and stay on your side to escalate or renegotiate. You get advice, not a product pitch.

  • Independent advice
  • Vetted partners only
  • On your side at renewal

End-to-end, not just the paperwork

We do not disappear after your RPC filing. We stay on for the accounting, payroll, and IMSS and SAT compliance, so your company runs, not just exists.

  • Beyond registration
  • Ongoing compliance
  • One team throughout

The right specialists, in place

Notary, tax, and accounting partners we have vetted and worked with, coordinated for you, so the process moves and nothing gets missed.

  • Vetted specialists
  • Coordinated for you
  • Nothing gets missed

Two decades of formations

Two decades forming and running entities across global markets, with the Mexican-specific knowledge — RPC filings, SAT and IMSS registration, REPSE compliance — to keep you compliant and out of the common traps.

  • Incorporations
  • Legal & tax partners
  • Traps avoided

We run it after you form it

Incorporation is the start, not the finish. We stay on for accounting, payroll, tax filings, and annual accounts, so your company operates from day one without you building a local finance function.

  • Full back office
  • Accounting & payroll
  • Annual accounts

The incorporation trap nobody flags

A growing business hits a good quarter and someone says, let us just set up a proper Mexican company. It sounds responsible. It usually is not, yet. Here is what people expect against what happens in practice.

Employment & payroll obligations

Expectation: it takes a few weeks and is just admin. Reality: name reservation, a notarial deed before a notario público, RPC filing, SAT RFC registration, and IMSS employer registration all apply before you can legally employ anyone — realistically eight to twelve weeks end to end. And if you are planning to bring in workers through a staffing arrangement instead, the 2021 outsourcing reform bans subcontracting your own core business activity outright; only genuine specialised services outside your core purpose can be subcontracted, and only through an STPS-registered REPSE provider.

Tax, filing & reporting obligations

Expectation: we can always reverse it. Reality: dissolving a company needs a shareholder resolution, creditor notification, and a winding-up period. And once it exists, the obligations do not stop: monthly ISR and IVA filings, an annual corporate tax return, PTU distribution, and — for any foreign-owned entity — a Mexican-resident or work-authorised legal representative (representante legal) in place for direct SAT-facing tax matters. None of this is a reason not to incorporate. It is a reason to do it at the right time, with the right partners already in place.

What we handle for your company

Beyond incorporation, we can run the full back office for your company.

Compliant payroll

Compliant Mexican payroll and employment administration, issued and maintained for you.

Payroll & filings

Monthly payroll run, with ISR, IMSS, and INFONAVIT contributions calculated, withheld, and filed each month.

Statutory benefits

All statutory benefits administered: aguinaldo, prima vacacional, vacation days, PTU profit-sharing, notice and severance.

Compliance & support

Ongoing HR compliance and a single point of contact, for the life of the engagement.

Your questions answered

Straight answers on incorporating and running a company in Mexico.

How long does it take to incorporate in Mexico?

Realistically eight to twelve weeks end to end: name reservation with the Secretaría de Economía, a notarial deed before a notario público, RPC filing, SAT RFC registration (plus an RNIE filing if foreign-owned), and IMSS employer registration before your first hire. Opening a business bank account is usually the longest single step, four to eight weeks for KYC review. You cannot legally employ anyone until IMSS registration is in place, which is why timing matters and why many companies bridge with an EOR first.

There is no statutory minimum — it can legally be a nominal MXN 1. Market practice recommends more for banking and creditor confidence, but that is a commercial choice, not a legal floor. Notary and RPC filing fees vary by state and run to a few thousand pesos; the real cost is the ongoing accounting and compliance, which we can run for you.

Yes. There is no citizenship or residency requirement for shareholders or directors — a wholly foreign-owned, foreign-directed company is permitted. You will need a Mexican-resident or work-authorised legal representative for direct SAT-facing tax matters, plus a verifiable registered office (domicilio social), both of which we arrange.

Incorporate when you have permanent, proven headcount and want full control, and the per-head savings justify the ongoing costs. Use EOR while you are still validating the market or need people working quickly — and remember the 2021 outsourcing reform means EOR and staffing arrangements cannot cover your own core business activity, only genuine specialised services via an STPS-registered REPSE provider. Most companies start with EOR and incorporate later. We advise on the crossover.

Monthly ISR, IVA, and DIOT filings, bimonthly INFONAVIT remittance, an annual corporate ISR return by 31 March, PTU distribution within 60 days of that filing, and an annual shareholders’ assembly (plus a mandatory external audit only above very high income, asset, or headcount thresholds, which most BJ-relevant SME entities will not hit). We can run all of it so the entity stays compliant without you building a local finance function.

Yes, and it is how most companies use us. Beyond incorporation we provide ongoing accounting, payroll, and compliance, so your Mexican company operates smoothly from day one without hiring locally for back office.

Ready to form your company in Mexico?

Tell us your plans for Mexico and we will advise you honestly on whether now is the time to incorporate, then handle it end to end if it is, usually scoped within a day. No formation-mill upsell, just the right call.

Tax, company, and labour data verified July 2026 (SAT, IMSS, CONASAMI, the Registro Público de Comercio). Figures change; we confirm the current position when we scope your formation.