What is the Annual Shareholders' Meeting — and why is it mandatory in Mexico?

If your company operates in Mexico, holding an Annual Shareholders’ Meeting (Asamblea Anual de Socios) isn’t optional — it’s a legal obligation under Mexico’s General Law of Commercial Companies (LGSM).

This meeting plays a key role in corporate compliance: it’s where you approve financial results, make important decisions, and maintain your company’s legal health and structure. Failing to hold this meeting could expose your business to fines, legal risks, and operational delays.

✅ What must be approved during the Annual Shareholders’ Meeting?

At a minimum, companies are required to review and approve:

• Financial statements from the previous fiscal year
• Management reports from the board or administrator
• Profit distribution or loss report
• Appointment or ratification of directors and statutory auditors
• Other relevant matters affecting the company’s operation

💡 Important: These decisions must be recorded in a formal meeting minute (acta) and documented in the company’s corporate books.

⚠️ What happens if you don’t hold the meeting?

Skipping this mandatory meeting can trigger:

• Fines from Mexico’s Ministry of Economy
• Complications during audits or investment rounds
• Obstacles when notarizing or registering corporate changes
• Legal uncertainty regarding internal decisions and governance

In short, not complying could invalidate internal agreements and weaken your company’s legal structure in Mexico.

👥 Who must attend?

• All shareholders or equity partners
• Legal representatives or directors
• Statutory auditor (Comisario, if the company has one)

📩 A formal notice must be sent at least 15 days in advance, outlining the agenda and topics to be discussed.

🛡️ How to make sure your Annual Meeting is fully compliant

To stay on the safe side, your company must:

• Send out the meeting notice on time
• Draft a formal minute recording all decisions
• Sign and register the acta in corporate books
• Notarize the acta, if required by your bylaws

📌 Don’t treat this as a formality — it protects your business

The Annual Shareholders’ Meeting is not just a checkbox. It’s a powerful legal tool to ensure your company is structured, compliant, and protected.

At Singular Law, we help companies plan and document their Annual Meeting, ensuring full legal compliance in Mexico — without stress or confusion.

📞 Need help organizing your next Annual Meeting?
Schedule your personalized consultation with us today.

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