Mexico: Bill to amend the Securities Market Law and the Mutual Funds Law

In brief

On 28 April 2023, a bill was submitted to the Senate proposing to amend several provisions of the Securities Market Law and the Investment Funds Law, in order to incentivize and promote transactions in the Mexican Securities Markets and make them more attractive to new issuers and investors. For such purposes, the foregoing reform considers: (i) introducing a new filing modality called "simplified registration of securities", to reduce registration times and costs, (ii) simplifying the regime applicable to Sociedades Anónimas Bursátiles (SAB) and to Sociedades Anónimas Promotoras de Inversión Bursátil (SAPIB), and (iii) creating a new regulated Investment Fund called "Hedge Fund", among others.


In detail

  • The introduction of a "simplified registration of securities" regime would reduce times and costs for the registration of securities in the National Securities Registry and the authorization of the public offering of such securities. This modality provides for Stock Brokers to be responsible for reviewing the offering documents. 
  • SABs are entitled to issue shares with differentiated rights, in order to guarantee the preservation of control and the continuity of fundamental business decisions.
  • The prohibition to offer differentiated shares to SABs' shareholders is eliminated.
  • The Shareholders' Meetings of SABs and SAPIBs may delegate to the Board of Directors the power to increase the capital stock and determine the terms of the share subscription, including the exclusion of the preemptive subscription rights.
  • The obligation of SAPIBs to adopt the Sociedad Anónima Bursátil form within ten (10) years as of the IPO or if the equity exceeds 250 million UDIs (approximately MXN 1,946 million) is eliminated.
  • Hedge Funds are created which may operate with any asset class that is the object of their investment strategy as provided in their corresponding prospectus.

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