This informational note aims to provide an update regarding the most recent bill proposing amendments to the Foreign Investment Law (“LIE” for its acronym in Spanish), submitted by the Federal Executive in August 2026, which seeks to establish a new review regime for certain foreign investments on national security grounds.
Accordingly, this note is divided into two sections: (i) background, which briefly outlines the provisions currently set forth in the LIE and the principal changes proposed by the bill, and (ii) current status, which addresses the bill’s status in the legislative process and the immediate implications for foreign investment transactions in Mexico.
1. Background. On August 30, 2026, President Claudia Sheinbaum Pardo submitted to the Senate of the Republic a bill proposing amendments to the LIE aimed at establishing a new pre-closing review regime for certain foreign investments on national security grounds.
Currently, Article 30 of the LIE empowers the National Foreign Investment Commission (“CNIE” for its Spanish acronym) to prevent acquisitions involving foreign investment for national security reasons. However, the current legislation does not establish a specific procedure or parameters for carrying out such review.
The bill proposes replacing this framework with a prior authorization regime that would apply whenever a foreign investor intends to acquire, directly or indirectly, more than forty-nine percent (49%) of the capital stock of a Mexican company, provided that such company exceeds an asset threshold to be determined by the CNIE and operates in sectors or activities deemed sensitive, including strategic infrastructure, critical technologies, essential inputs, and sensitive information.
If the bill is enacted, the CNIE would be empowered to authorize, condition through mitigation measures, or prohibit transactions subject to review. The proposed procedure contemplates an initial period of sixty (60) business days to issue a decision, which may be extended for up to thirty (30) additional business days in complex cases. Furthermore, the bill provides that where foreign ownership exceeds forty-nine percent (49%) but the Mexican company’s assets fall below the threshold established by the CNIE, the parties may submit a voluntary notification. The asset threshold and, as applicable, the identification of additional sectors or activities subject to review would be determined by the CNIE through a general resolution to be issued at a later stage.
2. Current Status. The bill has not yet been approved. It remains under legislative consideration in the Senate, and its content may be modified before any final approval. Consequently, there is currently no obligation to obtain prior authorization under the proposed regime.
Nevertheless, it is advisable to closely monitor the bill’s legislative progress, particularly with respect to transactions involving the acquisition of more than forty-nine percent (49%) of the equity interests in Mexican companies engaged in potentially sensitive activities. If the bill is enacted in substantially similar terms, such transactions could become subject to a pre-closing review procedure before the CNIE.
