A natural person, or group of natural persons who control and/or benefit economically from a legal entity such as corporations, trusts, foundations, among others. A Controlling Beneficiary can only be a natural person, but the term “group of natural persons” refers to when in a legal entity there are several persons who are related or are part of a consortium or business group, and vote in the same sense when it comes to making decisions.
The identification of the same is carried out by two means: those who obtain some benefit and those who have control of the legal entity in question.
In the case of legal entities, the participation as shareholder must reach 15% of the total shares in order to be considered as Beneficiary Controller. In the case of a group of individuals, it is sufficient for the sum of their shareholdings to reach 15% of the total. Additionally, any person who influences the strategy or control of the Company shall be considered a Beneficiary Controller.
Who is obligated to register Beneficiary Controllers?
Entities that reside in Mexico, even if their Beneficiary Controllers do not do so, or their participation in the Mexican entity is through a foreign legal entity. Said entities are the following:
- Legal persons or entities
- Trusts: trustees, settlors
- Contracting parties or members in the case of other legal entities.
Notaries, brokers, persons involved in the formation or execution of acts that give rise to the incorporation of legal entities, trusts or any other legal figure and financial institutions are also obligated.
- Proper identification of Beneficiary Controllers
- Obtaining the Beneficiary Controller’s information
- Preserve and maintain available the Beneficiary Controller’s information
- Update information when changes make it necessary
- Implementation of internal control procedures to obtain and preserve information on the Beneficiary Controllers
- Allow authorities access to the required information on the entity’s Beneficiary Controllers
There is not an established date when the information must be submitted to the authorities but, in the event of a request, the obligors must provide the information requested within a maximum of 15 days (a 10 day extension may be requested).
All the collected information shall be considered part of the accounting of the legal entity.
Implications of being registered as a Beneficiary Controller
No new tax obligations are generated for the Beneficiary Controller, but they will be subject to greater surveillance by the authorities and their information will be required by the legal entities of which they are the Beneficiary Controller.
Fines for violations to this disposition range from $500,000.00 to $2,000,000.00 Mexican pesos per Beneficiary Controller. Violators may also receive the following penalties: restriction on the use of Digital Seal Certificates, debarment from federal government contracting and a negative compliance opinion.