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CNIE approval in Mexico: when foreign investors need it, what to file, fees for 2026 and the 45 business day clock

Last verified: 2026-10-26 · Status: Changing

A favorable resolution of the National Foreign Investment Commission (CNIE) is needed only for foreign stakes above 49 percent in the activities listed in LIE art. 8, and for acquisitions above 49 percent of companies whose total assets exceed the amount the CNIE sets each year. The CNIE must decide within 45 business days or the application is deemed approved; it weighs jobs, technology, environmental compliance and competitiveness, and can block acquisitions on national security grounds. The 2026 government duty is MXN 10,448 per application, and closing without a required approval is fined 1,000 to 5,000 UMA (MXN 117,310 to MXN 586,550 in 2026).

USD figures use MXN 18.5026 per US dollar, the Federal Reserve H.10 noon buying rate for 16 October 2026 (FRED series DEXMXUS), the latest official observation verified for this page. Conversions are for orientation only.

Key facts

CNIE application duty for regulated activities above 49 percent (2026)	10448 MXNLFD art. 72, fraction I; RMF 2026 Annex 4, as of 2026-01-01 · in force
CNIE opinion duty for broadcasting concessions (2026)	29675 MXNLFD art. 72, fraction X; RMF 2026 Annex 4, as of 2026-01-01 · in force
Fine for acting without a required CNIE resolution	1,000 to 5,000 UMALIE art. 38, fraction I, as of 2026-10-26 · in force
Ministries with a seat on the CNIE	10 ministriesLIE art. 23, as of 2026-10-26 · in force
Date of the latest CNIE general resolution setting the asset threshold	2025-08-05 dateLIE art. 9; RLIE art. 3, as of 2025-08-05 · in force

The rule

1. Activities that always need approval above 49 percent. A favorable CNIE resolution is required for foreign investment above 49 percent in: port services to vessels for inland navigation such as towing, mooring and launches; shipping companies operating exclusively in deep sea traffic; concession or permit holders of public service aerodromes; private preschool, primary, secondary, high school, higher and combined education; legal services; and construction, operation and use of railways that are general communication routes and the public rail transport service.
Cost to do it: MXN 10,448 government duty per application in 2026 (LFD art. 72, fraction I).
Example: A foreign education group buying 60 percent of a Mexican private university pays MXN 10,448 and files with the CNIE before closing. / About USD 565.Ley de Inversión Extranjera (Foreign Investment Law, LIE), DOF 27 December 1993, last reform DOF 27 May 2024, Art. 8, fractions I to V and XII, 1993-12-27 official text · verified 2026-10-26

2. The asset threshold test. In any other Mexican company, foreign investment needs CNIE approval to hold, directly or indirectly, more than 49 percent of the capital only when the company's total assets at the time the acquisition application is filed exceed the amount the CNIE sets each year. The regulation applies this test to acquisitions of shares of existing companies that do not carry out reserved or specifically regulated activities, measuring assets at their updated value under generally accepted accounting principles on the filing date, and the CNIE sets the amount by general resolution. The latest general resolution setting the amount was published in the DOF on 5 August 2025. Greenfield companies and acquisitions of smaller companies need no approval.
Cost to do it: MXN 10,448 duty if the test is met (LFD art. 72, fraction I); otherwise no filing.
Example: A foreign buyer acquiring 100 percent of a Mexican food distributor checks the target's total assets on the planned filing date against the amount in the CNIE general resolution of 5 August 2025; if they are below it, no CNIE filing is needed. / The test is in pesos; convert the target's US dollar balance sheet at the filing date.Ley de Inversión Extranjera (Foreign Investment Law, LIE), DOF 27 December 1993, last reform DOF 27 May 2024; Reglamento de la Ley de Inversión Extranjera y del Registro Nacional de Inversiones Extranjeras (RLIE), DOF 8 September 1998, last reform DOF 17 August 2016, LIE art. 9 and art. 26, fraction II; RLIE art. 3, 2025-08-05 official text · verified 2026-10-26

3. Who sits on the CNIE. The CNIE is made up of the Ministers of the Interior, Foreign Affairs, Finance, Welfare, Environment, Energy, Economy, Infrastructure, Communications and Transport, Labor and Tourism, who may appoint an undersecretary as alternate; other authorities and private or social sector representatives may be invited with voice but no vote. It is chaired by the Minister of Economy, meets at least twice a year and decides by majority with a casting vote for the chair. A Committee of Representatives meets at least every four months with powers the CNIE delegates. Members may vote by written opinion within 5 business days; silence counts as a favorable vote.
Cost to do it: No fee for the composition rules.
Example: A filing on a private school acquisition is usually resolved through the Committee of Representatives rather than a ministerial session. / Not applicable.Ley de Inversión Extranjera (Foreign Investment Law, LIE), DOF 27 December 1993, last reform DOF 27 May 2024; Reglamento de la Ley de Inversión Extranjera y del Registro Nacional de Inversiones Extranjeras (RLIE), DOF 8 September 1998, last reform DOF 17 August 2016, LIE arts. 23 (first paragraph reformed DOF 27 May 2024), 24 (reformed DOF 27 May 2024) and 25; RLIE art. 27, 2024-05-27 official text · verified 2026-10-26

4. What the application must contain. Applicants file with the CNIE Executive Secretary a written application describing the project, a questionnaire on the type of project and the benefits for the economy, a resume for individual investors, the annual report or last year activity description for a foreign company, the deed and audited financial statements of an existing target, the charter and bylaws of a foreign company that will open a branch, and proof of payment of the duty. Foreign corporate documents must be legalized or apostilled, and documents not in Spanish need a translation by an expert translator.
Cost to do it: MXN 10,448 duty plus apostille, certified translation and legal fees, which advisers price per deal.
Example: A US buyer files the application, the benefits questionnaire, its annual report, the target's deed and audited 2025 financial statements, and the duty receipt. / Duty about USD 565.Reglamento de la Ley de Inversión Extranjera y del Registro Nacional de Inversiones Extranjeras (RLIE), DOF 8 September 1998, last reform DOF 17 August 2016, Art. 29, 1998-09-08 official text · verified 2026-10-26

5. The decision clock and criteria. The CNIE must resolve within 45 business days of filing; if it does not, the application is deemed approved as filed and the Ministry of Economy must issue the authorization on request. It considers the impact on employment and worker training, the technology contribution, compliance with environmental rules and the contribution to the competitiveness of Mexico's productive base, and may impose only conditions that do not distort international trade. For national security reasons, the CNIE may block acquisitions by foreign investment.
Cost to do it: Timing: about nine calendar weeks between filing and closing for deals that need approval.
Example: An application filed on 2 November 2026 must be resolved within 45 business days; silence after that period is approval (LIE art. 28). / Not applicable.Ley de Inversión Extranjera (Foreign Investment Law, LIE), DOF 27 December 1993, last reform DOF 27 May 2024, Arts. 28, 29 and 30, 1993-12-27 official text · verified 2026-10-26

6. Other foreign investment duties for 2026. Besides the MXN 10,448 duty for acquisitions and branches in specifically regulated activities above 49 percent and for share trusts in favor of foreign investment, the LFD charges MXN 2,005 for entering new fields of activity that need a CNIE resolution, MXN 10,037 for restating a resolution or exempting compliance with programs and commitments, MXN 1,203 for reconsideration or review of a resolution, MXN 1,007 for a consultation on foreign investment law, MXN 1,007 for a first extension and MXN 2,015 for later extensions, and MXN 29,675 for the CNIE opinion on broadcasting concessions.
Cost to do it: From MXN 1,007 (about USD 54) to MXN 29,675 (about USD 1,604) per filing.
Example: A buyer that later asks the CNIE to restate the conditions of its approval pays MXN 10,037. / About USD 542.Ley Federal de Derechos (LFD), last reform DOF 7 November 2025; 2026 amounts in RMF 2026 Annex 4, DOF 28 December 2025, LFD art. 72, fractions I, II, IV, VI, VII, VIII, IX and X, 2025-12-28 official text · verified 2026-10-26

7. Penalties and notaries. Carrying out activities or acquisitions that need a CNIE resolution without obtaining it first is fined 1,000 to 5,000 times the daily reference, read as the UMA since 2016. Notaries must attach the authorizations required by the LIE to the deeds they authorize and face sanctions under notarial law if they do not.
Cost to do it: MXN 117,310 to MXN 586,550 at the 2026 UMA of MXN 117.31.
Example: A buyer that closes the purchase of 60 percent of a legal services firm without CNIE approval risks a fine of up to MXN 586,550, and the notary should refuse to formalize the share transfer without the resolution. / About USD 6,340 to USD 31,701.Ley de Inversión Extranjera (Foreign Investment Law, LIE), DOF 27 December 1993, last reform DOF 27 May 2024, Arts. 38, fraction I, and 39, 1993-12-27 official text · verified 2026-10-26

8. Pending reform. A bill sent by the Executive to add a national security review to the LIE was approved by the Senate on 30 September 2026 and sent to the Chamber of Deputies. Until it is passed and published in the DOF, the rules on this page apply. See National security review bill.
Cost to do it: Not yet in force.
Example: Deals signed in late 2026 and closing in 2027 should include a condition covering any new CNIE national security approval. / Same for US dollar priced deals.Senate of the Republic, communiqué on the approval of reforms to the LIE, 30 September 2026, Bill amending the LIE (pending in the Chamber of Deputies), 2026-09-30 official text · verified 2026-10-26 · changed: Senate approval on 30 September 2026; pending in the Chamber of Deputies as of 26 October 2026.

Filing	Fraction	MXN	USD (approx.)
Acquisition or branch in a regulated activity above 49 percent	I	10,448	565
Share trust in favor of foreign investment	II	10,448	565
Neutral investment trust or neutral share series	III	10,135	548
New field of activity needing a CNIE resolution	IV	2,005	108
Foreign company authorization to register or set up in Mexico	V	2,935	159
Restating a resolution or exempting commitments	VI	10,037	542
Reconsideration or review	VII	1,203	65
Consultation on foreign investment law	VIII	1,007	54
First extension / later extensions	IX	1,007 / 2,015	54 / 109
CNIE opinion for broadcasting concession	X	29,675	1,604

Foreign investment duties for 2026 (LFD art. 72, RMF 2026 Annex 4)

Worked example

A Canadian rail services group agrees to buy 70 percent of a Mexican short line railway operator. Railways are listed in LIE art. 8, fraction XII, so a CNIE resolution is required whatever the size of the target.
The buyer pays the MXN 10,448 duty (about USD 565), files the application, benefits questionnaire, its annual report and the target's audited statements with apostilles and certified translations (RLIE art. 29).
Filing on 2 November 2026 starts a 45 business day clock (LIE art. 28). The purchase agreement makes CNIE approval, or expiry of the period without a decision, a condition to closing.
The notary formalizes the share transfer only with the resolution or proof of approval by silence attached (LIE art. 39), and the target registers the change in the RNIE (see Foreign investment registry).

Step by step

1. Map the target's activities to LIE arts. 5 to 9; if none applies and the art. 9 asset test is not met, no CNIE filing is needed.
2. Pay the LFD art. 72 duty through the federal payment form and gather RLIE art. 29 documents with apostilles and translations (2 to 4 weeks is typical for document collection).
3. File with the CNIE Executive Secretary at the Ministry of Economy and diarize the 45 business day deadline.
4. Answer any information requests quickly; the CNIE may impose conditions that do not distort trade (LIE art. 29).
5. Close after the resolution or after the period lapses, have the notary insert the authorization, and update the RNIE within its deadlines.

Common traps

Indirect acquisitions. Art. 9 covers foreign participation above 49 percent held directly or indirectly, so an offshore deal can trigger a Mexican filing.
Asset test date. Assets are measured at the filing date at updated GAAP value (RLIE art. 3), not at the last audited year end.
Approval by silence needs proof. After 45 business days, ask the Ministry of Economy for the authorization (LIE art. 28) so the notary can rely on it.
Sector regulators. CNIE approval does not replace concessions or permits from transport, education or telecom regulators.
Reform risk. Deals closing in 2027 may face the national security review if the Senate bill becomes law.

Sources

← Restricted sectors in Mexico: activities reserved to the State, reserved to Mexicans and capped for foreign investorsMexico's National Foreign Investment Registry (RNIE): who registers, deadlines, quarterly and annual reports and fines →