Credit Institutions Law
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Last Amendment OGF 05-25-2010
CREDIT INSTITUTIONS LAW
New Law published in the Official Gazette of the Federation on July 18, 1990
TEXT IN EFFECT
Last amendment published in the OGF 05-25-2010
Note of effectiveness:
According to the first paragraph of Transitory Fifth Article of the Decree published in the Official
Gazette of the Federation on July 18, 2006, the following amendments and repeals shall become effective
as of July 18, 2013 (“after seven days of the publication” of the aforementioned Decree):
1.
2.
Amendments to: subsection I of article 45-A; the first paragraph of article 45-B; the second
paragraph of article 45-D; the first paragraph of article 45-N; the first and the third paragraphs of
article 85-Bis; the third paragraph, fifth paragraph and subparagraphs b. to d. thereof, sixth,
seventh, ninth and eleventh paragraphs of article 115.
The repeals of: paragraph seventh of article 45-K; the second paragraph of article 85 Bis;
subsection IV and the penultimate and last paragraphs of article 103 and last paragraph of article
116.
On the margin a seal with the national coat of arms that reads: United Mexican States. – Presidency of the
Republic.
CARLOS SALINAS DE GORTARI, Constitutional President of the United Mexican States, to its
inhabitants, let it be known:
That the Honorable Congress of the Union has addressed to me the following
DECREE
“THE H. CONGRESS OF THE UNITED MEXICAN STATES, ENACTS THE:
CREDIT INSTITUTIONS LAW
TITLE FIRST
On the Preliminary Provisions
Article 1st. - This is a public order law of general observance within the United Mexican States and its
purpose is to regulate the banking and credit service, the organization and operation of credit institutions,
the activities and transactions that the same may carry out, their sound and balanced development, the
protection of the public interest and the terms in which the State shall conduct the financial governance of
the Mexican Banking System.
Article amended OGF 02-01-2008
Article 2nd. -Banking and credit service can only be provided by credit institutions that can be:
I. Commercial Banks, and
II. Development Banks.
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For purposes of the provisions of this Law, it shall be considered as banking and credit service the
raising of funds from the public within the domestic market for their placement among the public, through
actions resulting in direct or contingent liabilities, being the intermediary obliged to cover the principal and,
as the case may be, the financial charges of the funds raised.
Transactions carried out by financial intermediaries duly authorized by applicable laws other than credit
institutions, in the performance of their respective duties, shall not be considered banking and credit
transactions. Such intermediaries may not receive in any case, irregular cash deposits in checking
accounts.
Neither shall the raising of funds from the public through the issuance of instruments registered in the
National Registry of Securities, placed through a public offering, be considered as a banking and credit
transaction, even if those funds are used for granting any kind of financing
Paragraph repealed OGF 04-30-1996. Added OGF 11-30-2005
For purposes of this article and of article 103 it shall be considered that there is raising of funds from
the public whenever: a) there is a request, an offer or a promotion to obtain funds or resources from any
undetermined person or through mass media, or b) funds or resources are obtained or requested in a
usual or professional manner.
Paragraph added OGF 11-30-2005
Article 3rd. - The Mexican Banking System shall be composed by the Bank of Mexico, commercial
banks, development banks and public trusts created by the Federal Government to promote the economy,
that carry out financial activities, as well as by self-regulatory banking organizations.
For purposes of the foregoing paragraph, it shall be understood that public trusts carry out financial
activities for economic promotion whenever their main purpose is to carry out regularly and professionally
credit transactions, including the undertaking of obligations on behalf of third parties. Such transactions
must represent fifty percent or more of the average total assets during the fiscal year immediately
preceding the determination date referred to in article 134 Bis 4 of this Law.
All public trusts for economic promotion may be granted concessions in the same terms as the
Government-controlled entities.
Article amended OGF 02-01-2008
Article 4th. - The State shall conduct the governance of the Mexican Banking System so that it directs
its activities mainly to support and promote the development of the productive forces of the country and to
the growth of domestic economy, based on a sovereign policy, encouraging savings in all sectors and
regions of the Mexican Republic and its proper channeling into broad regional coverage enabling the
decentralization of the System itself, abiding by sound banking practices and usages.
Development banks shall focus on the productive activities that the Congress of the Union determines
as the specialty of each of them, in their respective organizational laws.
Article 5th. - The Federal Executive, through the Secretariat of Finance and Public Credit, may
interpret for administrative purposes, the provisions of this Law, as well as the general provisions issued
by the Secretariat in the exercise of the powers vested on it by this Law.
Article amended OGF 06-04-2001
Article 5 Bis. - The Secretariat of Finance and Public Credit may request the opinion of Bank of
Mexico, the National Banking and Securities Commission, the National Insurance and Bonding
Commission and the National Retirement Savings System Commission, as well as of the Institute for the
Protection of Bank Savings, within the scope of their respective jurisdiction, whenever it deems it
convenient for the best performance of the powers vested on it by this law.
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Furthermore, the Secretariat may consult the National Protection and Defense of Users of Financial
Services Commission, in those cases where it requires its opinion and according to the powers vested on
the latter.
Article added OGF 06-04-2001
Article 5 Bis 1. – Unless other term is set forth by specific provisions administrative authorities shall
decide whatever may be applicable within a term that shall not exceed ninety days. After said applicable
term has elapsed, it shall be understood that the resolution is a denial to the petitioner, unless otherwise
provided in applicable legal provisions. By request of the interested party, a certificate stating such
circumstance may be issued, within two business days following the filing of the relevant petition to the
competent authority that is to solve the issue, under the terms of the relevant Internal Regulations. The
same certificate shall be issued whenever specific provisions establish that, after the applicable term has
elapsed, the resolution is to be understood affirmatively. If such certificate is not issued within the
aforementioned term, the resulting liability, if any, shall be determined.
Paragraph Amended OGF 02-01-2008
The filing requirements and the terms, as well as other applicable information that is relevant to the
filings carried out by credit institutions must be specified in provisions of general nature.
When the initial petition fails to contain the data or to meet the requirements set forth in the applicable
provisions, the authority shall serve a written notice hereof for a single time to the interested party, so that
it may correct the failure within a term of at least ten days. Unless specific provisions establish another
term, such notice shall be made no later than within half of the term during which the authority must reply
and, if such term were not determined, within twenty business days following the filing of the initial petition
After the aforesaid notice has been served, the term shall be suspended so that the administrative
authorities may decide and it shall be resumed as of the next business day following the one on which the
interested party files its answer. In the event reply to such notice is not filed within the term established,
the authorities shall dismiss the petition.
Should the authorities fail to request information within the relevant term, they shall not dismiss the
petition on grounds that it is incomplete.
Except as otherwise expressly provided, the terms for the authorities to give their answer shall begin
on the next business day following the filing of the relevant petition.
Article added OGF 06-04-2001
Article 5 Bis 2. - The term referred to in the preceding article shall not apply to any motions where
under an explicit provision in this Law, administrative authorities must hear the opinion of any other
authorities, in addition to those related to authorizations regarding the organization, merger, spin-off and
liquidation of credit institutions. In these cases, the term for administrative authorities to decide whatever
is applicable shall not exceed one hundred and eighty-day,and shall apply the rules set forth in article 5
bis 1 of this Law.
Article added OGF 06-04-2001. Amended OGF 02-01-2008
Article 5 Bis 3. - Competent administrative authorities, upon request by the interested party, may
extend the terms set forth in this Law, but in no event shall such extension exceed half of the term
originally set forth in the applicable provisions, whenever the case requires it and provided they are not
aware that any harm could be caused to the rights of third parties.
Article added OGF 06-04-2001
Article 5 Bis 4. - The provisions in articles 5 Bis 1, 5 Bis 2 and 5 Bis 3 shall not apply to administrative
authorities in the exercise of their supervision, inspection and surveillance duties.
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Article added OGF 06-04-2001
Article 5 Bis 5. - For purposes of this Law, the terms set forth in days shall be understood as calendar
days, unless it is expressly provided that they are business days. In the event any reference is made to a
business-day term, if it is due on a holiday, it shall be understood as expired on the immediately next
business day.
Article added OGF 02-01-2008
Article 6th. – In the event of any issues not provided for in this Law and in the Organizational Law of
the Bank of Mexico, the following provisions shall be applicable to commercial banks in the following
order:
I.
The commercial legislation;
II.
The banking and commercial practices and usages,
III.
The federal civil legislation.
Subsection Amended OGF 02-06-2008
IV. The Federal Law of Administrative Procedure in connection with the process of any legal
remedies referred to in this Law, and
Subsection added OGF 06-09-1992. Amended OGF 02-06-2008
V.
The Federal Tax Code in connection with the updating of fines.
Subsection added OGF 02-06-2008
Development banks shall be governed by their corresponding organizational law, and in the absence
thereof, by the provisions of this article.
Article 7th. - The National Banking and Securities Commission, upon previous agreement by its Board
of Governors, may authorize the establishment within the territory of Mexico, of foreign financial
institutions representative offices. Such offices may not carry out any financial intermediation activity in the
territory of Mexico which requires previous authorization by the Federal Government and they shall refrain
from acting directly or through third parties, in any operation for the raising of funds from the public, either
on their own or on behalf of others. Notwithstanding the foregoing, such offices may provide, by request of
their customers, information on the transactions that the foreign financial institutions they represent carry
out in their country of origin, provided that such offices may not release any publicity or propaganda to the
public at large in regard to passive transactions.
The activities carried out by representative offices shall be subject to the provisions issued by the
Secretariat of Finance and Public Credit, which, for such purposes shall hear the opinion of Bank of
Mexico and of the National Banking and Securities Commission.
The National Banking and Securities Commission, upon prior resolution by its Board of Governors,
may declare the revocation of the relevant authorizations whenever the aforementioned offices fail to
adjust to the provisions referred to in this article, notwithstanding the application of the penalties
established in this Law and any other legal provisions.
Such offices shall be subject to the inspection and surveillance of the National Banking and Securities
Commission, and they shall pay the fees established for such purposes by applicable legal provisions.
Article amended OGF 02-01-2008
Article 7 Bis. - The self-regulatory banking organizations shall have the purpose of implementing
behavioral and operational standards for their members, in order to contribute to the sound development
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of credit institutions. Such organizations may be of a different type according to the activities they may
carry out.
The associations or professional organizations of credit institutions shall have capacity as selfregulatory banking organizations when, by their request, they are acknowledged as such by the National
Banking and Securities Commission, upon previous resolution by their Board of Governors.
Article added OGF 02-01-2008
Article 7 Bis 1. - Self-regulatory banking organizations, under their bylaws and abiding by the
provisions of article 7 Bis 2 of this Law, may issue rules related to:
I. Admission, exclusion and separation requirements of their members;
II. Policies and guidelines that must be followed by their members when dealing with the clientele to
which they provide their services;
III. Disclosure to the public of information other than or additional to the one resulting from this Law;
IV. Behavior policies and guidelines oriented to achieve that their members and other persons related
to them by reason of any employment, position or commission agency in such organizations, know and
abide by the applicable legal provisions, as well as by sound banking practices;
V. Technical qualifications, honorability and satisfactory credit history requirements applicable to the
personnel of their members;
VI. Pursuance of efficiency and transparency in the performance of banking activities;
VII. Process for the adoption of standards and verification of their compliance;
VIII. Disciplinary and corrective measures that are to be applied to their members in the event of
default, as well as the process to enforce the same, and
IX. Banking usages and practices;
In addition, associations or professional organizations of credit institutions that obtain recognition as
self-regulatory banking organization by the National Banking and Securities Commission may carry out
certifications on technical capabilities of employees, officers and directives of credit institutions, as well as
of their attorneys-in-fact law, whenever it is so established in the provisions referred in this article.
Self-regulatory banking organizations shall carry out periodic evaluations of their members, on the
compliance of rules issued by such entities for the granting of certifications referred in the preceding
paragraph. Whenever any administrative penalties or offenses may arise from the results of the
aforementioned evaluations, in the opinion of the relevant organization, such organization must report
such event to the National Banking and Securities Commission, regardless of the supervision powers that
the Commission itself may enforce. Furthermore, such organizations shall keep record of the corrective
and disciplinary measures applied to individuals certified by them, which shall be made available to the
Commission itself.
Any self-regulatory rules issued in terms of the provisions established hereunder shall not contradict or
exempt the provisions set forth in this Law and any other applicable provisions.
Article added OGF 02-01-2008
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Article 7 Bis 2. - The National Banking and Securities Commission shall issue the general provisions
to establish the requirements to be met by the associations or professional organizations of credit
institutions in order to obtain, in accordance with their own corporate type, the recognition as selfregulatory organization referred in article 7 Bis of this Law, as well as to regulate their operations.
The aforementioned general provisions shall set forth the requirements related to the internal
organization and operation of the associations or professional organizations that intend to be recognized
as self-regulatory organizations, in order to enable their corporate bodies to be composed in an equitable
manner, by honorable individuals with technical capabilities, who conduct themselves with independence
and represent their professional organization in the exercise of their activities, as well as any other
requirement that may contribute to their sound development.
Article added OGF 02-01-2008
Article 7 Bis 3. - The National Banking and Securities Commission shall have authority:
I. To veto any self-regulatory rules issued by self-regulatory banking organizations, when the
Commission considers that these may adversely affect the sound and balanced development of the
financial system, in order to protect the interests of the public, in which case such rules shall not take
effect or shall be annulled;
II. To order the suspension, removal or destitution of any directors or officers of the self-regulatory
banking organizations, as well as to impose a veto from three months and up to five years, to the
aforementioned individuals if they incur in serious or reiterated violations to this Law and to the general
provisions derived thereof, regardless of any monetary penalties that may be applicable under this or
other laws, and
III. To revoke the acknowledgment of any self-regulatory banking organizations that incur in any
serious or reiterated violations to the provisions contained in this or other laws and any other general
provisions resulting therefrom.
In order to act as provided in subsections II and III of this article, such Commission shall obtain the
prior approval of its Board of Governors. Before rendering the relevant resolution, the Commission must
hear the interested party and the relevant organization.
The resolutions referred to in this article may be appealed before the National Banking and Securities
Commission within fifteen business days after the date they were notified. The Commission itself , upon
previous approval from its Board of Governors, may revoke, amend or confirm the resolution appealed,
having previously heard the affected party.
Article added OGF 02-01-2008
TITLE SECOND
ON CREDIT INSTITUTIONS
CHAPTER I
On Commercial Banks
SECTION FIRST
General Provisions
Sección adicionada OGF 07-06-2006
Article 8th. - In order to be organized and operate as a commercial bank it is required to obtain the
authorization from the Federal Government, which may be granted at the absolute discretion of the
National Banking and Securities Commission, upon the prior approval of its Board of Governors and the
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favorable opinion of Bank of Mexico. These authorizations shall be non-transferable due to their particular
nature.
Within five business days following the date when the Board of Governors of the National Banking and
Securities Commission has decided to grant the authorization referred in the preceding paragraph, such
Commission shall notify such resolution, as well as its favorable opinion as to the draft of the corporate
bylaws of the respective corporation, so that any acts leading to the incorporation or transformation of its
organization and its operation may be carried out, as the case may be. The petitioner, within a term of
ninety days from the date of such notice, shall submit to the approvalof said Commission, the public
instrument containing the bylaws of the corporation according to the terms of this Law in order to proceed
thereafter to its registration with the Public Registry of Commerce, without requiring any court order for
such purpose.
The authorization granted pursuant to this article, shall be subject to the condition precedent of
obtaining the authorization to start with the relevant operations in terms of article 46 Bis of this Law; such
authorization shall be requested within a term of one hundred and eighty-days from the date of the
approval of the public instrument mentioned in the preceding paragraph. When the registration of the
aforesaid public instrument is made, it must include the indication that the authorization to be organized
and to operate as a commercial bank is subject to the condition set forth in this paragraph.
Authorizations to be organized and to operate as a commercial bank, as well as any amendments
thereof, shall be published, at the expense of the relevant institution, in the Official Gazette of the
Federation and in two newspapers of broad circulation in its corporate address.
Article amended OGF 02-01-2008
Article 8 Bis.- Notwithstanding the provisions of the preceding paragraph, until the authorization to be
organized and to operate as a commercial bank becomes effective, the relevant corporation, upon
receiving the notification mentioned in such article, may carry out the necessary acts to comply with the
requirements set forth in article 46 Bis of this Law for the start of operations, without authorization, during
such term, to carry out any of the operations mentioned under article 46 of this Law, except for those set
forth in subsection XXIII. During the aforementioned term, the relevant corporation shall be exempted from
the application of the provisions contained in the first paragraph of article 105 of this Law.
The authorization to be organized and to operate as a commercial bank under this Law shall not
become effective if the condition hereinbefore is not satisfied, such event does not require any statement
by any authority.
Article added OGF 02-01-2008
Article 9th. – The authorization shall only be granted to fixed capital corporations, organized according
to the provisions of the Business Companies Law, on any issues not provided in this Law and, particularly
according to the following:
I.
Their corporate purpose shall be the rendering of banking and credit service, in terms of this Law;
II.
The duration of the corporation shall be indefinite;
III.
They shall have the relevant corporate and minimum capital stock according to the provisions of
this Law, and
IV. Their corporate address shall be located within the territory of Mexico.
The corporate bylaws, as well as any amendments thereof, shall be submitted to the approval of the
National Banking and Securities Commission. Upon the approval of the corporate bylaws or any
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amendments thereto, the public instrument containing them shall be registered in the Public Registry of
Commerce, without any court order required for such purpose.
Paragraph amended OGF 02-01-2008
Article 10th. – Any petitions to obtain the authorization to be organized and to operate as a
commercial bank shall be adjoined with the following:
I. Draft of bylaws of the corporation which shall include corporate purpose and shall expressly and
individually state the transactions it intends to carry out according to the provisions of article 46 of this
Law, and they must also meet the requirements that, in terms of this Law and any other applicable
provisions, must be included therein;
II. List and information of individuals who directly or indirectly intend to hold an interest in the corporate
capital stock of the commercial bank to be incorporated, which shall contain, according to the general
provisions issued to such effect by the National Banking and Securities Commission, upon prior approval
by its Board of Governors, the following:
a) The amount of corporate capital stock that each one of them shall subscribe and the origin of the
funds that will be used to such purpose;
b) The patrimonial condition, in case of individuals, or the financial statements, in case of corporations,
in both cases, of the last three years, and
c) Any information suitable to verify their honorability and satisfactory credit and business history.
III. A list of the prospective directors, chief executive officer and main officers of the corporation,
together with the information proving that such persons fulfill the requirements set forth by this Law for
such positions.
IV. General operations plan for the corporation including, at least:
a) Operations to be carried out according to article 46 of this Law;
b) Safety measures in order to preserve the integrity of the information;
c) Raising of funds and extension of credit programs reflecting the diversification of active and passive
transactions according to applicable rules, as well as the market segments that shall be preferably
targeted;
d) Geographical coverage forecast, indicating the regions and marketplace where it intends to operate;
e) Financial feasibility survey of the corporation;
f) Basis for the allocation of profits, provided that the corporations authorized to be organized and to
operate as commercial banks shall not pay dividends during the first three fiscal years and, in such period,
they shall apply their net profits to reserves. The aforementioned restriction shall not apply to commercial
banks having a capitalization index ten percentage points above the one required under according to
article 50 of this Law, and
g) The basis regarding their organization, administration and internal control;
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V. Proof of the security deposit in Mexican currency made in a credit institution or of a government
securities for its market value, in favor of the Federal Treasury, in an amount equal to ten percent of the
minimum capital stock with which the corporation is to operate according to this Law, and
VI. Any other related documents and data requested by the National Banking and Securities
Commission, for such purpose.
The National Banking and Securities Commission shall have the power to verify that the petition
referred in this article meets the requirements of this Law; to such end, this Commission shall be vested
with the powers to verify the truthfulness of the information provided and, therefore, the Federal Public
Administration agencies and entities as well as any other federal instrumentalities, shall hand over any
information related thereto. Furthermore, the Commission may request foreign organizations vested with
similar supervision or regulatory duties, to verify the information provided to it for such purposes.
In case of failure to submit the public instrument containing the bylaws of the corporation for approval,
th
within the ninety-day term set forth in the second paragraph of article 8 of this Law; failure to obtain or
th
request the authorization to start operations in terms of article 8 and 46 Bis of this Law, respectively; if
the corporation starts operations other than those set forth in article 8 Bis of this Law without having said
authorization or if the authorization to be organized and operate as a commercial bank under subsection I
of article 28 of this Law is revoked; the National Banking and Securities Commission shall instruct the
Federal Treasury in order to enforce the security interest in the original amount of the deposit mentioned
in subsection V of this article.
In the event that the authorization was withheld, or if the interested party abandons its request or
should the corresponding commercial bank start operations in terms of this Law, the proof of deposit
referred in subsection V herein shall be returned.
th
Once the notice provided in article 8 of this Law has been served and the approval of the bylaws as
set forth by said article has been granted, the commencement of operations of the commercial bank shall
be subject to the provisions of article 46 Bis of this Law.
Article amended OGF 12-23-1993, 02-01-2008
Article 10 Bis. - The corporations already incorporated that, under article 8th of this Law, request
authorization to be organized and to operate as commercial bank, shall attach to the relevant petition the
information and documents set forth in article 10 of this Law, as well as the draft of resolution by their
governing body, including the data pertaining to the transformation of its organization and operations
regime and the resulting amendment of its bylaws.
In the event that the National Banking and Securities Commission grants its authorization in terms of
article 8 of this Law to any companies that, at the time such authorization becomes effective, have other
authorization to be incorporated, organized, work and operate, as the case may be, as financial entities of
another kind, such other authorization shall be ineffective by operation of law, and no explicit statement
shall be required for such purpose from the authority that granted it.
Article added OGF 02-01-2008
Article 11. - The corporate capital stock of the commercial Banks shall be composed by a common
stock portion and may also be comprised by an additional portion.
The common corporate capital stock of commercial banks shall be composed by series “O” shares.
Paragraph amended OGF 01-19-1999
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If applicable, the additional capital stock shall be represented by series "L" shares, which may be
issued for up to an amount equal to forty percent of the common corporate capital stock, with the prior
authorization of the National Securities Commission.
Article amended OGF 06-09-1992, 12-23-1993, 02-15-1995
Article 12. - The shares shall have equal value; within each series, they shall confer their holders the
same rights and, they shall be wholly paid in cash upon their subscription, or otherwise, in kind if, in the
latter case, the National Banking and Securities Commission so authorizes considering the financial
condition of the institution and watching over its liquidity and solvency. The aforementioned shares shall
be kept in deposit with any of the securities depository institutions regulated by the Securities Market Law,
who shall never be required to hand them over to their holders.
Paragraph amended OGF 02-01-2008
Series "L" shares shall be limited-voting shares and they shall grant voting rights only in those cases
regarding change of corporate purpose, merger, spin-off, transformation, dissolution and liquidation, the
corporate acts referred in articles 29 Bis, 29 Bis 2 and 122 Bis 9 of this Law and the cancelation of their
registration from any stock exchange.
Paragraph added OGF 06-09-1992. Amended OGF 07-06-2006
In Addition, series "L" shares may confer the right to receive a preferred and cumulative dividend, as
well as a dividend greater than the one of the shares representing the common corporate capital stock,
provided it is so established in the bylaws of the issuing institution. In no event may the dividends of this
series be less than those of the other series.
Paragraph added OGF 06-09-1992
Institutions may issue unsubscribed shares that shall be kept in the treasury and shall not be
accounted for purposes of determining the shareholding limits established in this Law. The subscribers
shall receive the relevant certifications against the total payment of their par value and of the premiums
that, as the case may be, are fixed by the institution.
Paragraph amended OGF 06-09-1992, 02-15-1995
Article 13.- The shares representing series "O" and "L", can be subscribed freely.
Foreign entities with authority duties may in no event hold any interest in the corporate capital stock of
commercial banks.
Article Amended OGF 06-09-1992, 02-15-1995, 01-19-1999
Article 14. - Individuals acquiring or transferring more than two percent of series “O” shares of a
commercial bankpaid-in corporate capital stock, shall notify such event to the National Banking and
Securities Commission within three business days following the acquisition or transfer.
Article amended OGF 02-15-1995, 01-19-1999, 02-01-2008
Article 15.- For purposes of the provisions of this Law, institutional investors are: insurance and bond
companies, only when they invest their technical reserves; general investment companies and the ones
specialized in retirement funds; pension or retirement funds, complementary to those set forth in the
Social Security Law and seniority premiums, that meet the requirements established in the Income Tax
Law, as well as any other institutional investors expressly authorized by the Secretariat of Finance and
Public Credit.
Article amended OGF 06-09-1992, 02-15-1995, 05-23-1996, 06-04-2001
Article 16.– Any person appearing at shareholders’ meeting of any institution on behalf of
shareholders shall prove his legal capacity through a proxy written in the forms prepared by the institution
itself, which must meet the following requirements:
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I. They shall contain in an evident manner, the name of the institution, as well as the instructions of
the principal for the exercise of the proxy;
II. They shall be numbered and signed by the secretary or assistant secretary of the Board of
Directors before their handing over, and
III. - They shall contain the corresponding agenda.
Subsection amended OGF 06-04-2001
The institution shall make available to the shareholders’ representatives the proxy forms, during the
term referred in article 173 of the Business Companies Law, so that the latters may deliver them to their
principals in a timely manner.
The scrutineers are required to verify compliance with the provisions of this article and to report it to
the meeting, which report shall be entered in the relevant minutes.
Article 16 Bis. - The agenda shall list all the matters to be discussed in the shareholders’ meeting,
even those included in the item of general matters. The documents and data related to the matters to be
dealt with at the corresponding shareholders’ meeting must be made available to the shareholders at least
fifteen days in advance to the holding of such meeting.
Article added OGF 06-04-2001
Article 17. - Any individual or entity may, through one or several simultaneous or successive
transactions, acquire series “O” shares of the corporate capital stock of a commercial bank, provided that
they abide by the provisions of this article.
When someone intends to acquire directly or indirectly over five percent of the common paid-in
corporate capital stock, or otherwise to grant a security interest on the shares representing such
percentage, it shall be necessary to obtain the prior authorization of the National Banking and Securities
Commission, who may grant it at its discretion, hearing the opinion of Bank of Mexico. In these cases, the
individuals or companies intending to carry out the aforementioned acquisition or encumbrance must
prove that they meet the requirements set forth in subsection II of article 10 of this Law, as well as provide
the Commission any information that, for such purposes and with the prior resolution from its Board of
Governors, it may require through general rules aimed at the preservation of the sound development of
the banking system.
In the event any individual or a group of persons, either shareholders or not, should attempt to acquire
twenty percent or more of the shares representing series “O” of the corporate capital stock of a
commercial bank or to gain control of the institution itself, it shall be necessary to obtain prior authorization
from the National Banking and Securities Commission, that may grant it at its discretion upon previous
favorable opinion by the Bank of Mexico. For purposes of what it is hereunder described, control shall be
understood as provided in subsection II of article 22 Bis of this Law.
Such petition must contain the following items:
I. A list or information of the person or persons intending to obtain control over the commercial bank in
question, which shall include information evidencing the fulfillment of the requirements set forth in
subsection II of article 10 of this Law, as well as any other provided in the general rules set forth in the
second paragraph of this article;
II. A list of the directors and officers to be appointed in the commercial bank over which the
aforementioned percentage or control is to be acquired, attaching thereto the information verifying that
such persons fulfill the requirements that this Law provides for such positions;
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III. General operation plan of the relevant commercial bank in question, which shall contemplate the
aspects set forth in article 10, subsection IV of this Law, and
IV. Strategic plan for the organization, administration and internal control of the relevant institution.
Other related documents required by the National Banking and Securities Commission in order to
assess the relevant petition.
Article amended OGF 06-09-1992, 12-23-1993, 02-15-1995, 01-19-1999, 06-04-2001, 02-01-2008
Article 17 Bis.-(Repealed)
Article added OGF 12-23-1993. Repealed OGF 06-04-2001
Article 18. - Commercial banks shall refrain, as the case may be, from making the entries in the
ledgers referred in articles 128 and 129 of the Business Companies Law concerning any transfers of
shares carried out in violation to the provisions of articles 13, 17, 45-G and 45-H of this Law, and they
shall report such event to the National Banking and Securities Commission, within five business days
following the date when they become aware of said event.
The aforementioned abstention shall not result in the liability set forth in article 129 of the Business
Companies Law.
The acquisition of shares and any other legal acts aimed at obtaining control over a commercial bank,
carried out against the provisions of articles 17, 45-G y 45-H of this Law, shall be null and void and shall
not be effective until it is proven that the relevant authorization has been obtained, in such manner that the
individuals who may have acquired such shares or may have entered into such legal acts can not enforce
any of the corresponding corporate or patrimonial rights. Once the relevant authorizations are obtained,
the acquisitions and acts referred above shall be validated.
Article amended OGF 12-23-1993, 02-15-1995, 02-01-2008
Article 19. - The minimum subscribed and paid-in capital stock for commercial banks who explicitly
have set forth in their bylaws the performance of all the transactions provided in article 46 of this Law,
shall be the amount in Mexican currency, equivalent to ninety million Investment Units. The National
Banking and Securities Commission, upon previous agreement from its Board of Governors, shall
determine, through general provisions, the minimum capital amount that commercial banks must have, in
the light of the operations they have explicitly established in their bylaws, the necessary infrastructure for
their development, the markets in which they intend to participate and the risks entailed, among others.
In no event shall the minimum subscribed and paid-in capital applicable to a commercial bank, be less
than forty percent of the minimum capital stock set forth for institutions that carry out all the transactions
provided in article 46 of this Law.
The minimum capital stock amount that shall be kept by the institutions must be subscribed and paid-in
no later than on the last business day of the relevant year. For such purpose, the value of the Investment
st
Units corresponding to December 31 of the immediately preceding year shall be the one considered.
The minimum capital stock must be fully paid-in. When the corporate capital stock exceeds the
minimum, it shall be paid, at least, in fifty percent, provided this percentage is not less than the minimum
established.
When any commercial bank announces its capital stock, it shall announce at the same time its paid-in
capital stock.
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Commercial banks shall only be obliged to create the capital reserves provided in this Law and in any
administrative provisions resulting from it in order to pursue the solvency of said institutions, protect the
payments system and the saving public.
In order to comply with the minimum capital stock, the institutions, based on the transactions expressly
provided in their bylaws, may consider their existing net capital according to the provisions of article 50 of
this Law. The shareholders equity may in no event be less than the minimum capital stock that is
applicable under the first paragraph of this article.
The National Banking and Securities Commission shall set forth the cases and conditions under which
commercial banks may transitorily acquire shares representing their own capital stock, regardless of any
applicable cases under the Securities Market Law, and shall pursue the sound development of the
banking system and not to affect the liquidity of the institutions.
Article amended OGF 12-23-1993, 06-04-2001, 02-01-2008
Article 20. - Commercial banks in which the Federal Government has control due to its shareholding,
shall only abide by the guidelines issued by the Secretariat of Finance and Public Credit in the preparation
and approval of their annual budgets, as well as in the management of salaries and benefits, and other
matters subject to regulation.
The institutions referred in the previous paragraph, may carry out with their own funds, acquisitions,
leases and transfers of personal property and real estate, as well as carry out works and hire services,
through competitive biddings where at least three suppliers, contractors or bidders are invited to bid, or
through direct awarding with the prior approval, in each case, of the board of directors. Notwithstanding
any other requirements established by the corresponding board of directors, the following procedure shall
be followed in all biddings: bids shall be submitted in a closed envelope on the date, time and place
previously determined; they shall be considered and decided by a committee in which an officer in charge
of internal comptrollership shall participate, and they shall be awarded in favor of whoever submits the bid
which is most favorable to the institution in the opinion of such collegiate body, according to economical,
effectiveness, efficiency, impartiality and honesty criteria.
The provisions of the first paragraph of article 41 of this Law shall apply to the directors of these
institutions.
Article 21. - The management of commercial banks shall be entrusted to a board of directors and to a
chief executive officer, within the scope of their respective jurisdiction.
The board of directors shall have an audit committee of consulting nature. The National Banking and
Securities Commission shall set forth, in the provisions established in the second paragraph of article 22
of this Law, the minimum duties that the audit committee shall carry out, as well as the rules pertaining to
its composition, the periodicity of its meetings and the timeliness and sufficiency of the information that it
shall take into consideration.
Paragraph added OGF 06-04-2001
The chief executive officer shall prepare and submit to the board of directors, for its approval, the
policies for the appropriate use and advantage of the human and material resources of the institution,
which shall consider the rational use thereof, the restrictions for the use of certain goods, supervision and
control mechanisms and, in general, the application of resources to the activities pertaining to the
institution itself and to the fulfillment of its corporate purpose.
Paragraph added OGF 06-04-2001
The chief executive officer shall in all cases provide accurate data and reports to aid the board of
directors in the appropriate decision-making process.
Paragraph added OGF 06-04-2001
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Article 22. - The board of directors of commercial banks shall be composed by a minimum of five and
a maximum of fifteen regular directors, of whom at least twenty-five percent shall be independent. An
alternate director may be appointed for each regular director, provided that alternate directors of
independent directors shall have such capacity as well.
An independent director is an individual who is foreign to the management of the relevant commercial
bank, and who meets the requirements and conditions determined by the National Banking and Securities
Commission, through general provisions, which shall in like manner, establish the premises under which a
director shall cease to be independent for purposes of this article.
In no event shall the following persons be independent directors:
I. Employees or head officers of the institution;
II. Any individual who falls within any of the premises set forth in article 73 of this Law, or who may
have power of command;
III. Any partners or individuals who are employed by, have a position with, or are entrusted with, a
commission agency in important partnerships or associations providing services to the institution or to the
companies belonging to the same corporate group to which it is a party.
It shall be considered that a partnership or association is important when the income it receives from
the provision of services to the institution or to the same corporate group to which the institution belongs
to, represent more than five percent of the total income of the partnership or association in question;
IV. Customers, suppliers, service providers, debtors, creditors, partners, directors or employees of a
company that is an important customer, supplier, service provider, debtor or creditor of the institution.
It shall be considered that a customer, supplier or service provider is important when the services
provided by it to the institution or the sales carried out by the former to the latter represent more than ten
percent of the services or total sales of the customer, supplier or service provider, respectively.
Furthermore, it shall be considered that a debtor or a creditor is important when the amount of the
corresponding transaction is greater than fifteen percent of the assets of the institution or of its
counterparty;
V. Employees of a foundation, civil association or partnership receiving important donations from the
institution.
Donations representing over fifteen percent of the total donations received by the foundation, civil
association or partnership in question shall be considered as important donations;
VI. Any chief executive officer or high-level officers of a company having in its board of directors the
chief executive officer or high-level officer of the institution;
VII. Chief executive officers or employees of the companies pertaining to the financial group to which
the institution itself may belong to;
VIII. Spouses, concubines, as well as blood, marriage or civil relatives up to the first degree, of any of
the individuals mentioned in subsections III to VII above, or else, up to the third degree of any of those set
forth in subsections I, II, IX and X of this article;
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IX. Officers or employees of companies in which the shareholders of the institutions have a controlling
interest;
X. Those who have conflicts of interest or who are subject to personal, patrimonial or economical
interests of any of the individuals who control the institution or the consortium or corporate group to which
the institution belongs, or the power of command in any of these, and
XI. Those that may have been included in any of the aforementioned premises, during the year prior to
the time their appointment is intended to be made;
The board shall meet at least quarterly, and extraordinarily, when it is summoned by its chairman or by
the directors representing, at least, twenty-five percent of all the members of the board or by any of the
examiners of the institution. To hold ordinary and extraordinary meetings of the board of directors, the
attendance of the directors representing, at least, fifty-one percent of the totality of the directors, shall be
necessary, out of which at least one shall be an independent director.
The shareholders representing, at least, ten percent of the common paid-in capital stock of the
institution shall have the right to appoint a director. The appointment of minority directors may only be
revoked, upon the revocation of all other directors.
The Chairman of the board shall have a tie-breaking vote in the event of ties.
Article amended OGF 06-09-1992, 07-23-1993, 02-15-1995, 01-19-1999, 06-04-2001, 02-01-2008
Article 22 Bis. - For purposes of article 22 of this Law, it shall be understood as:
I. Consortium, the group of entities linked with one another by one or more individuals who forming a
group of individuals have control over the former;
II. Control, the capacity of imposing, directly or indirectly, decisions in the general shareholders’
meetings of the institution; holding title of rights allowing to, directly or indirectly, exercise the voting right
in regards to more than fifty percent of the corporate capital stock of the institution, conduct, directly or
indirectly, the management, strategy or main policies of the institution, either through the holding of
securities or through any other legal act;
III. Relevant officer, the chief executive officer of the credit institutions, as well as any individual who,
being employed by or having a position at or commission agency therein or at the entities controlling said
institutions or which control the same, make decisions that may transcend in a substantial manner in the
administrative, financial, operational or legal condition of the institution itself or of the corporate group to
which it belongs, without including within such definition the directors of said credit institutions;
IV. Group of persons, the individuals who have entered into agreements of any kind, in order to make
decisions in the same direction. It is presumed, except otherwise proven, that the following ones constitute
a group of persons:
a) The persons who are related by blood, marriage or civil kinship up to the fourth degree, the
spouses, the concubine and the concubine.
b) The companies that are part of the same consortium or corporate group and the person or group of
persons who control such companies.
V. Corporate group, the group of corporate entities organized under direct or indirect capital interest
holding schemes, in which one single corporation keeps control over such entities. Furthermore, it shall be
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considered as a corporate group the financial groups organized under the Law to Regulate Financial
Groups, and
VI. Power to command, the factual capability to influence in a determinant manner, the resolutions
adopted in a shareholders’ meetings or meetings of the board of directors or in the management, direction
and performance of the businesses of the respective commercial bank or the entities it controls. The
persons that fall within any of the following premises shall be considered as having power of command on
a commercial bank, unless otherwise evidenced:
a) The shareholders who control management.
b) Any individuals having links with the commercial bank or the entities that compose the corporate
group or consortium to which it belongs, through life tenure or honorary positions or under any analogous
or similar positions to the foregoing ones.
c) Individuals who have transferred control over a commercial bank under any title whatsoever and
without charge or at a value below the market or book value, in favor of individuals with whom they are
related by blood, marriage or civil kinship up to the fourth degree, the spouse, the concubine and the
concubine.
d) Any individuals who instruct directors or relevant officers of a commercial bank on the decisionmaking or the execution of transactions in such institution or in the entities controlled by it.
Article added OGF 02-01-2008
Article 23. - The appointments of directors of commercial banks shall fall on individuals who have
technical qualifications, who are honorable and have a satisfactory credit history, as well as broad
knowledge and expertise in financial, legal or administrative matters.
Paragraph amended OGF 06-04-2001
Directors are obliged to expressly refrain from intervening in the deliberations and voting on any issues
implying a conflict of interest to them. Furthermore, they shall keep absolute confidentiality about all
actions, facts or occurrences regarding the commercial bank where they are directors, as well as in
respect to any deliberation by the board of directors regardless of the obligation the institution shall have,
to provide any information required under this Law.
Paragraph added OGF 06-04-2001
In no event shall the following persons be directors:
I.
The officers and employees of the institution, except for the chief executive officer and other
officers of the corporation who hold positions two ranks immediately below the former, who shall
not be more than one third of the board of directors.
Subsection amended OGF 06-09-1992
II.
The spouse, concubine or concubine of any of the persons referred in the preceding subsection.
The persons related by blood or marriage up to the second degree, or civil kinship, to more than
two directors.
Subsection amended OGF 06-09-1992, 02-01-2008
III.
The individuals having a pending litigation with the relevant institution;
IV. The individuals who have been condemned for patrimonial offenses; those who have been
banned to engage in trade; those who have been banned to perform any employment, position or
commission agency in the public service, or in the Mexican financial system;
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V.
Those in bankruptcy or undergoing a reorganization proceeding who have not yet been
rehabilitated;
VI. Those who carry out inspection and surveillance duties of the credit institutions, and
VII. Those who carry out regulation and supervision duties over credit institutions, except when the
Federal Government or the Institute for the Protection of Bank Savings has any interests on the
capital stock thereof, or if they receive any support from the latter, and
Subsection amended OGF 02-15-1995, 02-01-2008
VIII. Those who participate in the board of directors of another commercial bank or a holding company
of a financial group to which the commercial bank belongs.
Subsection added OGF 06-04-2001, 02-01-2008
The majority of the directors must be Mexican or foreign individuals with residence in the Mexican
territory.
Paragraph amended OGF 02-15-1995, 01-19-1999
Any person who is to be appointed director of a commercial bank and is already a director of another
financial entity shall disclose such circumstance to the board of directors of said institution for its
appointment.
Paragraph added OGF 02-01-2008
Article 24. - The appointments of the chief executive officers of commercial banks and the officers who
hold positions two ranks immediately below; shall fall on individuals who are eligible due to their credit
history and honorability, and who meet, in addition, the following requirements:
Paragraph amended OGF 06-04-2001
I.
To be a resident in Mexican territory, in terms of the provisions of the Federal Tax Code;
Subsection amended OGF 06-04-2001
II.
To have served for at least five years in high decision-making positions which performance
requires knowledge and expertise in financial and administrative fields;
III.
Not to fall into any of the disqualifications for directors set forth in subsections III through VIII of
the preceding article, and
Subsection amended OGF 06-04-2001
IV. Not to be in performance of regulating duties over credit institutions.
Examiners of the institutions shall have technical qualification, honorability and satisfactory credit
history as provided in subsection II of article 10 of this Law, as well as broad knowledge and expertise in
financial, accounting, legal or administrative matters and must additionally meet the requirement set forth
in subsection I of this article.
Paragraph amended OGF 06-04-2001, 02-01-2008
(The last paragraph is repealed)
Paragraph repealed OGF 06-04-2001
Article 24 Bis.-Each commercial bank shall verify that the individuals who are appointed as directors,
chief executive officer and officers two ranks immediately below the latter, meet, before starting in the
exercise of their duties, the requirements set forth in articles 23 and 24 of this Law. The National Banking
and Securities Commission may establish, through general provisions, the criteria to be applied
concerning the information to be included in the files to evidence compliance with the requirements of this
article.
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In all cases, the individuals mentioned in the preceding paragraph shall state in writing:
I. That they do not fall in any of the premises set forth in subsections III to VIII of article 23, concerning
directors and III of article 24 concerning the chief executive officer and officers referred in the first
paragraph of this article;
II. That they are up to date in the payment of their credit obligations of any kind, and
III. That they know the rights and obligations that they undertake by accepting the relevant office.
Commercial banks must report to the National Banking and Securities Commission the appointments
of directors, chief executive officer and of any officers two ranks immediately below the latter, within five
business days after their appointment, indicating that they comply with the corresponding requirements.
Article added OGF 06-04-2001
Article 25.- The National Banking and Securities Commission, by authorizing resolution from its Board
of Governors, may at all times determine to remove any members of the board of directors, chief
executive officers, examiners, officers and managers, trust officers and officers who can bind the
institution with their signatures, as well as to suspend from three months and up to five years, the
aforementioned individuals, whenever it considers that they lack the necessary technical qualifications,
honorability and satisfactory credit history for the performance of their duties, fail to meet the requirements
set forth for such purposes or seriously or repeatedly incur in violations to this Law or the general
provisions derived from this Law.
In the two last premises, the National Banking and Securities Commission itself may also, ban the
aforementioned persons from the performance of an employment, position or commission agency within
the Mexican financial system, for the same three-month and up to five-year term, notwithstanding the
penalties that may be applicable under this or other laws. Before issuing the relevant resolution, the
aforementioned Commission must hear the interested party and to the corresponding commercial bank.
The Commission itself may, also through authorizing resolution from its Board of Governors, order the
removal of independent external auditors of the commercial banks, as well as suspend such persons for
the period indicated in the preceding paragraph, whenever they incur in a serious and reiterated manner,
in violations to this Law or to the general provisions therefrom, in addition to the penalties that may be
imposed on them.
For purposes of this article, it shall be understood as:
a) Suspension, the temporary interruption in the performance of duties under the responsibility of the
infractor in the financial entity upon the commission or detection of such violation; but they may perform
other duties different to those that caused said penalty, provided they are not directly or indirectly related
with the position or activity that gave rise to the suspension.
b) Removal, the separation of the infractor from his employment, position or commission agency in the
financial institution at the time the violation was committed or detected;
c) Ban, the temporary impediment in the exercise of an employment, position or commission agency in
the Mexican financial system.
Article amended OGF 06-04-2001, 02-01-2008, 02-06-2008
Article 26.- The surveillance body of commercial banks, shall be composed by at least one examiner
appointed by series "O" shareholders and, if applicable, an examiner appointed by the series "L"
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shareholders, as well as their respective alternates. The appointment of examiners shall be made at a
special meeting for each series of shares. The provisions applicable to ordinary shareholders’ meetings
provided in the Business Companies Law shall apply, in the relevant parts, to the meetings held for the
aforementioned purpose.
Article amended OGF 06-09-1992, 02-15-1995, 01-19-1999
Article 27. - For the merger of two or more commercial banks, or of any corporation or financial
institution with a commercial bank, the prior authorization of the National Banking and Securities
Commission shall be required, with the approval of its Board of Governors, upon previous opinion by the
Federal Competition Commission and the favorable opinion of Bank of Mexico, within the scope of their
respective powers, and it shall be carried out in accordance with the following basis:
I. The relevant corporations shall submit to the National Banking and Securities Commission the drafts
of resolutions of the shareholders’ meetings regarding the merger, the merger agreement, and the
amendments that would be made to the bylaws of the relevant corporations and the liability agreement set
forth in the Law to Regulate Financial Groups; the merger plan of such corporations indicating the stages
in which it shall be completed; accounting statements representing the conditions of the corporations,
which shall serve as basis for the shareholders’ meeting authorizing the merger; the projected financial
statements of the company resulting from the merger and the information referred in subsections I, II, III
and IV of article 10 of this Law, as well as any other corresponding documents and information that the
National Banking and Securities Commission may request to such end;
II. The authorization referred in this article, as well as the public instrument containing the merger
resolutions and agreement, shall be registered in the Public Registry of Commerce.
The surviving commercial bank shall be obliged to continue with the merger proceedings and shall
undertake the obligations of the merged corporation as of the date the merger has been agreed upon,
provided that such act has been authorized in terms of this article.
The merger shall become effective before third parties when the authorization and the public
instrument containing the merger resolutions shall have been registered in the Public Registry of
Commerce;
III. Upon the registration referred in subsection II of this article, the merger agreements adopted by the
corresponding shareholders’ meetings shall be published in the Official Gazette of the Federation and in
two newspapers of broad circulation in the place of the corporations’ registered addresses;
IV. The authorization granted by the National Banking and Securities Commission for the merger of a
commercial bank as merged corporation, shall annul the authorization granted to it to be organized and to
operate as such, and no explicit statement shall be required from the authority that granted such
authorization, and
V. Within ninety days following the publication referred in subsection IV of this article, the creditors of
any of the corporations, even those of other financial institutions or of the financial groups to which the
corporations subject matter of the merger pertain, may oppose to the merger, through court action, with
the sole purpose of obtaining the payment of their credits, and such opposition shall suspend the merger.
The merger of a commercial bank that belongs to a financial group, either as surviving or merged
corporation, shall be subject to the provisions of this article and not to the provisions established in article
10 of the Law to Regulate Financial Groups.
Article amended OGF 04-30-1996, 06-04-2001, 02-01-2008
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Article 27 Bis. - For the spin-off of a commercial bank, the prior authorization of the National Banking
and Securities Commission shall be necessary, with the approval of its Board of Governors and after
hearing the opinion of Bank of Mexico.
The original corporation in the spin-off shall submit to the National Banking and Securities Commission
the draft of the minutes containing the resolutions of its general extraordinary shareholders’ meeting
regarding its spin-off, the draft of amendments to the bylaws of the original corporation in the spin-off, the
draft of the bylaws of the emerging corporation, the accounting statements representing the condition of
the original corporation in the spin-off and which shall serve as basis for the shareholders’ meeting that
shall authorize the spin-off, the projected financial statements of the corporations emerging from the spinoff and any other related documents requested by the National Banking and Securities Commission in
order to assess the relevant request and to comply with its supervision and regulating duties within the
scope of its jurisdiction.
The authorization referred in this article and the resolutions of the shareholders’ meetings regarding
the spin-off and the articles of incorporation of the emerging corporation shall be registered in the Public
Registry of Commerce. The spin-off shall become effective as of the date of such registration.
Once the aforementioned registration has been made, the resolutions on the spin-off adopted by the
shareholders’ meeting of the spinning-off corporation shall be published in the Official Gazette of the
Federation and in two newspapers of broad circulation in the place where the spinning-off corporation has
its corporate address.
Within ninety calendar days following the date of publication referred in the preceding subsection, the
creditors of the spinning-off corporation may file their opposition thereto before a court, with the purpose of
obtaining the payment of their credits, which opposition shall not suspend the spin-off.
The spun-off corporation shall not be understood as authorized to be organized and to operate as a
commercial bank and the spinning-off corporation that survives shall preserve the authorization that has
been granted to it to such effect.
By virtue of the spin-off, only active and passive transactions and any trusts, mandates or commission
agencies of the spinning-off commercial bank, may be transferred to the spun-off corporation in cases
where the National Banking and Securities Commission may authorize it, when it considers that the
interest of the counterparties of the institution, in the relevant transactions, are not adversely affected and
there is no opposition by creditors. Trusts, mandates or commission agencies, may only be transferred
when the final successor-in-interest is a financial entity authorized to carry out this type of activities.
In the event that the spin-off results in the extinction of the spinning-off commercial bank, the
authorization granted to organize and operate as such shall be ineffective, without requiring the issuance
of an explicit statement for such purpose.
SECTION SECOND
On the Commercial Banks Organized and Operated by the Institute for the
Protection of Bank Savings
Section added OGF 07-06-2006
Article 27 Bis 1.- The Institute for the Protection of Bank Savings may organize and operate
commercial banks, exclusively for the purpose of executing transfers regarding assets and liabilities of the
credit institutions in liquidation, in terms of the provisions of article 122 Bis 29 of this Law. The institutions
organized and operated as provided in this article, may provide the banking and credit services referred in
article 2 of this Law as of their incorporation, without requiring an explicit authorization of the National
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Banking and Securities Commission. For such purposes, the aforementioned Commission shall issue the
relevant certificate, at the request of the Institute for the Protection of Bank Savings, provided that the
Board of Governors of the latter has determined in the resolution method regarding the relevant credit
institution in liquidation, the transfer assets and liabilities in terms of article 122 Bis 29 of this Law. The
Institute for the Protection of Bank Savings shall publish the aforementioned certificate in the Official
Gazette of the Federation and in two national newspapers of broad circulation.
Paragraph amended OGF 02-01-2008
The bylaws of the commercial banks organized and operated by the Institute for the Protection of Bank
Savings under this Section, shall include the capital stock to be subscribed by such Institute, as well as
the persons that shall act as directors and executive officers of the commercial bank in question.
The Institute for the Protection of Bank Savings shall register the articles of incorporation of the
commercial banks it incorporates according to this article in the Public Registry of Commerce.
Commercial Banks organized and operated by the Institute for the Protection of Bank Savings shall be
subject to this Law, as well as to the provisions applicable to commercial banks, with the exceptions set
forth in this Section.
Commercial banks organized and operated by the Institute for the Protection of Bank Savings in terms
of this Section shall not be considered public entities, therefore, in terms of article 60 of the Bank Savings
Protection Law, the investments that such Institute carries out according to this Section shall not be
subject to the legal provisions, regulations, and administrative rules applicable to Government-controlled
Federal Public Administration entities.
Article added OGF 07-06-2006
Article 27 Bis 2.-Commercial banks that are organized and operated by the Institute for the Protection
of Bank Savings in terms of the previous article shall have a duration of up to six months, which may be
extended only once and up to the same term, by resolution of a shareholders’ meeting.
Article added OGF 07-06-2006
Article 27 Bis 3.- During the operation of the commercial bank organized and operated by the Institute
for the Protection of Bank Savings as provided in this Section, the following acts may be carried out:
I.
Transfer of the shares representing the capital stock of the bank in question to another authorized
commercial bank, in which case, both corporations shall merge with the prior authorization of the
National Banking and Securities Commission in terms of article 27 of this Law, or
Subsection amended OGF 02-01-2008
II.
Transfer of the assets and liabilities to another or other commercial banks authorized to organize
and operate in such capacity or otherwise, to transfer the assets to any individual or entity that is
legally qualified to acquire them. In the event of dealing with banks in operation, such institutions
shall comply with the capitalization requirements set forth in article 50 of this Law so that the
assets and liabilities may be transferred as provided in this subsection.
The Institute for the Protection of Bank Savings shall guarantee the entire amount of all the obligations
payable by the commercial bank organized and operated by the Institute and, furthermore, the Institute
may provide financial support to the bank through the granting of credits. The Institute for the Protection of
Bank Savings and the bank in question may agree on the conditions of the credits granted by the Institute
in terms of this article, therefore such credits shall not be subject to the provisions of Part C, Section First,
Chapter II of Title Sixth of this Law.
Article added OGF 07-06-2006
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Last Amendment OGF 05-25-2010
Article 27 Bis 4.-During the term set forth in article 27 Bis 2 of this Law, the Institute for the Protection
of Bank Savings shall maintain the totality minus one, of the shares representing the capital stock of the
institution that is incorporated and operated in terms of this Section. The remaining shares representing
the capital stock of the bank shall be subscribed by the Federal Government.
The shares representing the capital stock of the bank organized and operated by the Institute for the
Protection of Bank Savings that are maintained by such Institute shall be considered Property for
purposes of the Bank Savings Protection Law.
Article added OGF 07-06-2006
Article 27 Bis 5.- The bank organized according to this Section may enter into agreements for the
provision of goods and services necessary for its operation, always for a good and valuable consideration,
with the institution that is under dissolution and liquidation in respect to which the transfer its assets and
liabilities, has been determined, as provided in article 122 Bis 25, subsection II, of this Law. For such
purposes, said institution in liquidation shall be exempted from the provisions of article 233 of the
Business Companies Law.
Article added OGF 07-06-2006
Article 27 Bis 6.- Notwithstanding the provisions of article 232, paragraph first, of the Business
Companies Law, the shareholders’ meeting shall recognize the dissolution and liquidation of the bank
organized and operated by the Institute for the Protection of Bank Savings upon the lapsing of the relevant
term of the company as established in article 27 Bis 2 of this Law and, for purposes of its liquidation, such
institution shall be subject to the provisions of this statute, and the provisions of article 122 Bis 25 of this
Law shall not apply to it.
Article added OGF 07-06-2006
SECTION THIRD
On Revocation
Section added OGF 07-06-2006
Article 28.- The National Banking and Securities Commission, with the approval of its Board of
Governors, after hearing the affected commercial bank, as well as the opinion of Bank of Mexico and of
the Institute for the Protection of Bank Savings, may declare the revocation of the authorization it granted
to such institution to be organized and operate under such capacity, in the following cases:
Paragraph amended OGF 02-01-2008
I.
In case it does not start operations within the term of thirty days from the date in which it is notified
of the authorization referred to in article 46 Bis of this Law;
Subsection amended DOF 01-02-2008
II.
In the event the general shareholders’ meeting of the commercial bank in question, by means of a
resolution adopted in an extraordinary meeting, decides to request such revocation. In such cases
where the institution also requests that the liquidation be carried out as provided in Part C of
Section Second of Chapter II of Title Sixth of this Law, the National Banking and Securities
Commission shall hear the opinion of the Institute for the Protection of Bank Savings in that
respect;
Subsection amended OGF 02-01-2008
III.
In the event the commercial bank in question is dissolved begins a liquidation or business
reorganization proceeding in terms of any applicable provisions;
IV. In the event the commercial bank in question does not comply with any of the corrective measures
referred to in article 134 Bis 1 of this Law; does not comply with more than one additional special
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Last Amendment OGF 05-25-2010
corrective measure set forth in said article or otherwise, fails to comply with any additional special
corrective measure in a reiterated manner;
V.
In the event the commercial bank in question does not comply with the capitalization requirements
established under the provisions of article 50 of this Law and the provisions to which such article
refers to;
VI. In the event the commercial bank in question falls within any of the premises of non-compliance
mentioned below:
a)
b)
In the event that, for an amount in Mexican currency higher to the equivalent of twenty
investment units:
i)
It should fail to pay credits or loans granted to it by another credit institution, a foreign
financial entity or the Bank of Mexico, or
ii)
It should fail to pay off the principal or interest of any securities that it may have issued
and that are deposited with a securities depository institution.
In the event that, within a term of two business days or more, and for an amount in Mexican
pesos above the equivalent of two million investment units :
i)
It should fail to pay to one or more participants the balances resulting to be payable by it
from any compensation process carried out through a clearing house or central
counterparty, or if it does not pay three or more checks which as a whole add up to the
amount set forth in the first paragraph of this subparagraph, which have been excluded
from a clearing house for causes attributable to the drawee institution in terms of
applicable provisions. For such purposes, the central entity or the centralized processing
mechanism shall be considered as the clearing house, through which payment
instructions and other financial obligations are exchanged, which are not regulated by
the Payment Systems Law, or
ii)
In the event it does not pay at the counter of one or more or its branches, the
withdrawals from bank deposits in cash carried out by one hundred or more of its
customers and that in the aggregate add up to the amount set forth in the first paragraph
of this subparagraph. In such event, any depositor may report it to the National Banking
and Securities Commission, so that the latter, if it considers it appropriate, shall carry
out inspection visits at the branches of the bank, so as to verify if it falls within such
premises.
The provisions of this subsection shall not be applicable when the bank in question proves before
the National Banking and Securities Commission that it has the necessary liquid resources to fulfill
the relevant payment obligations, or otherwise, when the respective payment obligation is subject
to litigation, to an arbitration proceeding or to a conciliation proceeding before an authority of
competent jurisdiction.
Paragraph amended OGF 02-01-2008
Clearing houses, central counterparties, securities depository firms, the Bank of Mexico, as well
as any creditor of the institution, may report to the National Banking and Securities Commission if
the bank should fall within any of the premises referred to in this subsection.
Paragraph amended OGF 02-01-2008
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VII. If the bank repeats the prohibited transactions set forth in article 106 of this Law and penalized by
article 108 Bis hereof, or if by cause of relapsing it falls in the premises set forth in subparagraph
b) of subsection IV of article 108 of this Law.
It shall be considered that the institution has repeated the violation set forth in the previous
paragraph, when having incurred in a violation that has been penalized, it incurs in another one of
the same kind or nature, within the next two years immediately following the date when the
relevant resolution had become final and conclusive.
Section added OGF 02-06-2008
The revocation resolution shall be published in the Official Gazette of the Federation and in two
national newspapers of broad circulation, it shall be registered in the Public Registry of Commerce and it
shall set the company in status of dissolution and liquidation, without requiring the issuance of a resolution
by the shareholders’ meeting, as provided in Section Second of Chapter II of Title Sixth of this Law. The
National Banking and Securities Commission disclose the revocation resolution to the Institute for the
Protection of Bank Savings.
Paragraph amended OGF 02-01-2008
Article amended OGF 07-23-1993, 01-19-1999, 06-04-2001, 06-16-2004, 07-06-2006
Article 29.- It is repealed.
Article amended OGF 01-19-1999, 06-04-2001. Repealed OGF 07-06-2006
Article 29 Bis.- Whenever the National Banking and Securities Commission has knowledge that any
commercial bank has incurred in any of the premises set forth in article 28 of this Law, the Commission
shall serve notice of such event to the bank, so that in a term of fifteen business days, from the date when
such notice becomes effective, the bank shall set forth in writing whatever it deems convenient and so that
it may submit adjoined thereto, any evidence which, according to its opinion, proves that the facts or
omissions stated in the notice have been cured, or otherwise, to file the request referred in article 29 Bis 2
of this Law.
Paragraph amended OGF 02-01-2008
Any commercial banks who have incurred in any causes for revocation as provided in section V of
article 28 of this Law may, within the term set forth in the foregoing paragraph, reintegrate the capital in
the amount required to maintain their operations within the respective limits in terms of this Law. To that
end, the capital increase shall be wholly subscribed and paid-in on the same date when the shareholders’
meeting is held as provided in article 29 Bis 1 of this Law.
Article added OGF 07-06-2006
Article 29 Bis 1.- For purposes of the corporate actions referred in 29 Bis, 29 Bis 2 and 122 Bis 9 of
this Law, except for the provisions of the Business Companies Law and the bylaws of the institution in
question, in order to hold the corresponding general shareholders’ meetings the following shall be
performed:
I. A single notice summoning for a shareholders’ meeting shall be made and published within a term of
three business days that shall run, with respect to the premises of articles 29 Bis and 29 Bis 2, from the
time when the notice referred in article 29 Bis becomes effective or, in the case provided in article 122 Bis
9, from the date when the temporary manager takes control of the management of the credit institution in
question in terms of article 143 of this statute;
II. The notice of the summons referred in the preceding subsection shall be published in two of the
newspapers with the broadest circulation in the city where the corporate address is located, in which, in
turn, it shall be specified that the meeting shall be held within eight business days after the publications of
said notice;
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Last Amendment OGF 05-25-2010
III. During the term mentioned in the previous subsection, the information related to the issues to be
dealt with in the meeting shall be made available to the shareholders, as well as the forms referred in
article 16 of this Law, and
IV. The meeting shall be considered legally convened when at least three fourths of the capital stock of
the institution in question is represented thereat, and the resolutions shall be valid with the affirmative vote
of shareholders representing in the aggregate, fifty-one percent of said capital.
For the protection of the interests of the saving public, the objection filed against the notice summoning
to the shareholders’ meetings referred in this article, as well as against the resolutions adopted therein,
shall only generate, if applicable, the payment of damages and lost profits, but such objection shall not
result in annulment of the actions.
Article added OGF 07-06-2006
SECTION FOURTH
On the Conditioned Operation Regime
Section added OGF 07-06-2006
Article 29 Bis 2.- As for any institution that incurs in the causes for revocation established in
subsection V of article 28 of this Law, the National Banking and Securities Commission, after hearing the
opinion of Bank of Mexico and of the Institute for the Protection of Bank Savings, may refrain from
revoking the respective authorization, so that such institution continues operating in as provided in this
Section.
Paragraph amended OGF 02-01-2008
The provisions of the foregoing paragraph shall be applicable, provided that the bank in question, upon
prior approval by the shareholders’ meeting, held according to the provisions of article 29 Bis 1 of this
Law, should so request it in writing to the National Banking and Securities Commission, and it evidencing
before this Commission, within the term set forth in article 29 Bis of this statute, the execution of the
following actions approved at such meeting:
Paragraph amended OGF 02-01-2008
I.
The transfer of shares representing at least seventy-five percent of the capital stock of such bank
to an irrevocable trust created under the provisions of article 29 Bis 4 of this Law, and
II.
Filing before the National Banking and Securities Commission the capital restoration plan set forth
in subparagraph b) of subsection I of article 134 Bis 1 of this Law.
For purposes of the provisions of subsection I of this article, the shareholders’ meeting shall, at the
same meeting referred in the second paragraph of this Law, instruct the managing director of the bank or
the attorney-in-fact designated to that effect in such meeting in order that, in the name and on behalf of
the shareholders, he shall carry out the necessary actions to transfer the shares to the trust set forth in
such subsection.
In the same meeting provided in the second paragraph of this article, the shareholders’ meeting shall
issue the necessary instructions in order to create the trust provided in article 29 Bis 4 of this Law and,
likewise, it shall explicitly state that the shareholders know and agree with the content and scope of such
legal provision and with the obligations that they shall undertake by entering into the trust agreement.
The content of article 29 Bis 4 mentioned above, as well as the obligations arising thereunder, shall be
set forth in the bylaws of the commercial banks, as well as in the share certificates representing its capital
stock.
Article added OGF 07-06-2006
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Article 29 Bis 3.-Those commercial banks whose capitalization index is equal to or less than fifty-one
percent as required under article 50 of this Law and under the provisions set forth thereunder, may not
resort to the conditioned operation regime established in this Section.
Article added OGF 07-06-2006
Article 29 Bis 4.-The trust that the shareholders’ meeting of a commercial bank agrees to create, in
terms of subsection I of article 29 Bis 2 of this Law, shall be set up in a credit institution other than the one
affected which cannot be part of the same financial group to which, as the case may be, such bank may
belong to and, to that end, the respective agreement shall provide the following:
I.
That, for the protection of the interests of the saving public, the purpose of the trust shall be the
transfer of shares representing, at least seventy-five percent of the capital stock of the commercial
bank to a trust, so that such bank continues in operation under the conditioned operation regime
established in this Section and so that, in the event it fall into any of the premises set forth in
subsection V hereof, the Institute for the Protection of Bank Savings shall exercise the property
and corporate rights of the shares transferred to the trust;
II.
The transfer of the shares mentioned in the foregoing subsection to the trust, through the
managing director or attorney-in-fact designated to such effect, in compliance with the resolution
of the shareholders’ meeting referred in article 29 Bis 2 of this Law;
III. Reference to the meetings’ instruction set forth in article 29 Bis 2 to the managing director of the
bank or to the attorney-in-fact appointed in such meeting, so that, in the name and on behalf of
the shareholders, it requests the securities depository institution where the shares representing
the capital stock of the bank in question are deposited, the transfer of the shares held in trust, to
an account opened to the name of the trustee as provided in this article.
For the protection of public interest and the interest of the persons who carry out with the credit
institution in question, any of the transactions generating any of the obligations secured as
provided by the Bank Savings Protection Law, in the event that the managing director or the
attorney-in-fact appointed for such purpose, should not carry out the transfer mentioned in the
foregoing paragraph, the respective securities depository institution must make such transfer, for
which purpose a written request from the trustee shall be sufficient, in compliance of the
instruction given by the shareholders’ meeting;
IV. The appointment of the shareholders as first beneficiaries, to whom the exercise of the corporate
and property rights resulting from the shares representing the capital stock held in trust shall
correspond, to the extent the provisions set forth in the following subsection are not complied with;
V.
The designation of the Institute for the Protection of Bank Savings as second beneficiary, to whom
the exercise of the corporate and property rights from the shares representing the capital stock of
the commercial bank held in trust, shall correspond, in case of falling into any of the following
premises:
a)
The Board of Governors of the National Banking and Securities Commission does not
approve the capital restoration plan that the respective commercial bank submits in terms of
subparagraph b) of subsection I of article 134 Bis 1 of this Law, or the same Board of
Governors determines that such institution has not complied with said plan;
b)
Notwithstanding that the respective commercial bank had resorted to the conditioned
operation regime set forth in this Section, the National Banking and Securities Commission
reports to the trustee that such bank has a capitalization index equal to or lesser than, fiftyone percent as required under the provisions set forth in article 50 of this Law, or
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c)
Last Amendment OGF 05-25-2010
The commercial bank incurs in any of the premises set forth in subsections IV and VI of
article 28 of this Law, in which case the National Banking and Securities Commission shall
act in accordance with the provisions of article 29 Bis of this Law, so that such institution
shall state whatever it deems convenient and files any evidence that, in its opinion, proves
that the facts or omissions stated in the respective notice have been cured;
Subparagraph amended OGF 02-01-2008
VI. The resolution of the shareholders’ meeting of the commercial bank in terms of the provisions of
article 29 Bis 2, containing the instruction to the trustee for it to transfer the shares held in trust in
the case and under the conditions set forth in article 122 Bis 5 of this Law;
VII. The causes to terminate the trust, which are stated hereunder:
a)
In the event the commercial bank reestablishes and maintains during three consecutive
months its capitalization index according to the minimum required by the provisions set forth
in article 50 of this Law, as a result of compliance with the capital restoration plan submitted
by it to such end.
In the case set forth in this subparagraph, the National Banking and Securities Commission
shall report it to the trustee so that the trustee, in turn, makes it known to the securities
depository institution, so that the transfers to the respective accounts of the shareholders are
carried out;
b)
In cases where, upon having applied the resolution method determined by the Board of
Governors of the Institute for the Protection of Bank Savings to the respective commercial
bank, as provided in this Law, the shares held in trust are cancelled or otherwise, the
proceeds from the sale of the shares or the balance of the equity, if any, is delivered to the
shareholders, and
c)
The respective commercial bank reestablishes its capitalization index according to the
minimum requirements set forth in the provisions referred in article 50 of this Law, as a result
of compliance with the capital restoration plan it has filed for such purposes and, it requests
the revocation of the authorization to be incorporated and to operate as a commercial bank,
before the term established in subparagraph a) of this subsection elapses, as set forth in
subsection II of article 28 of this Law, provided it does not incur in any of the causes
indicated in subsections IV or VI of article 28.
VIII. Instructions to the trustee institution to deliver to the shareholders the balance of the equity, if
applicable, as provided in subparagraph b) of the preceding subsection.
The institution acting as trustee in trusts regulated in this article shall be subject to the general rules
issued, for such purposes, by the National Banking and Securities Commission.
For the benefit of public interest, in the bylaws and in the share certificates representing the capital
stock of the commercial banks, the powers and authority of the shareholders’ meeting to be held shall be
expressly set forth, in terms of article 29 Bis 1 of this Law, in order to agree on the creation of the trust set
forth in this article; to transfer in the name and on behalf of the shareholders, the shares representing the
capital stock; to agree on the instructions to the trustee for the sale of the shares in terms of the provisions
of subsection VI below, on the same date when the meeting is to be held, and to carry out all other acts
set forth in this article.
Article added OGF 07-06-2006
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Article 29 Bis 5.- When, in the exercise of its inspection and surveillance duties, the National Banking
and Securities Commission detects the incurrence in any of the premises established in subsection V of
article 29 Bis 4 of this Law, it shall report such event to the Secretariat of Finance and Public Credit, to the
Bank of Mexico, to the Institute for the Protection of Bank Savings and to the trust institution in charge of
the trust which was created as provided in such article.
The National Banking and Securities Commission shall declare the revocation of the authorization to
be incorporated and to operate as commercial bank, when it has knowledge that the bank in question
would have incurred in any of the assumptions referred in subparagraphs a), b) and c) of subsection V of
the foregoing article, unless the Commission itself, the Secretariat of Finance and Public Credit, the Bank
of Mexico or the Institute for the Protection of Bank Savings request that the Financial Stability Committee
indicated in Section Fifth of this Chapter, be called to a meeting, in which case, the provisions of article 29
Bis 12 of this Law shall apply.
Paragraph amended OGF 02-01-2008
When the Institute for the Protection of Bank Savings has knowledge of the occurrence of any of the
premises indicated in subsection V, as mentioned in the foregoing paragraph, it shall act according to this
Law and to the Bank Savings Protection Law.
Likewise, in case of incurrence in the premises established in subparagraph c) of subsection VII of
article 29 Bis 4 of this Law, the National Banking and Securities Commission shall declare the revocation
of the authorization set forth in such statute.
Paragraph added OGF 02-01-2008
Article added OGF 07-06-2006
SECTION FIFTH
On the Financial Stability Committee
Section added OGF 07-06-2006
Article 29 Bis 6.- In terms of this Section, a Financial Stability Committee shall meet in order to
determine, prior to the resolution on the revocation of the authorization granted to a commercial bank to
be organized and to operate in such capacity, when due to the incurrence in any of the causes provided in
subsections IV, V or VI of article 28 of this Law, if in the event of such bank’s failure to perform its
obligations, such event would:
I. Cause substantial adverse effects on another or other commercial bank(s) or other financial entities,
to such extent as to jeopardize their stability or solvency, provided this could affect the stability or solvency
of the financial system, or
II. Jeopardize the performance of the payments system.
In case that the Financial Stability Committee should determine that the commercial bank in question
could incur in any of the premises set forth in the foregoing subsections, the Committee itself shall
determine, for a single time, a general percentage of the balance of all the operations payable by such
institution that are not considered as secured obligations in terms of the Bank Savings Protection Law, as
well as those considered as secured obligations exceeding the limit established in article 11 of the same
Law, which payment could prevent incurring in the aforesaid premises. For purposes of the provisions
hereunder, neither those operations payable by the bank in question, as referred in subsections II, IV and
V of article 10 of the Bank Savings Protection Law, nor the resulting liabilities to be paid by it for issuance
of subordinated debentures, shall be considered. The operations carried out according to the provisions of
this subsection and article 122 Bis subsection II of this Law, as the case may be, shall abide by the
provisions of articles 45 and 46 of the Bank Savings Protection Law.
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Last Amendment OGF 05-25-2010
In any case, upon determining the premises referred in the first paragraph of this article, the Financial
Stability Committee shall consider, based on the information available, if the likely cost for the Federal
Public Treasury or for the Institute for the Protection of Bank Savings, for the payment obligations to be
discharged by the bank in question, is reasonably lesser than the damage it would cause to the saving
public of other financial entities and to the public at large.
The Institute for the Protection of Bank Savings shall send a report to the Congress of the Union
concerning the determinations of the Financial Stability Committee, as well as on the resolution method
adopted by its Board of Governors under article 122 Bis subsection II of this Law, within a maximum term
of 30 business days after the holding of the Financial Stability Committee meeting.
The Superior Supervising Entity of the Federation upon reviewing the Account of the Federal Public
Treasury for the corresponding fiscal year shall exercise, in respect to the activities referred in this article,
the powers vested upon it by the governing Law.
Article added DOF 07-06-2006
Article 29 Bis 7.- The Secretariat of Finance and Public Credit shall summon the Financial Stability
Committee, prior to the resolution on the revocation of the authorization granted to a commercial bank to
be organized and to operate in such capacity for having incurred in the causes referred in subsections IV,
V or VI of article 28 of this Law, when it determines there are elements to consider that the bank could
have incurred in any of the assumptions set forth in article 29 Bis 6 of this Law, or if the Bank of Mexico,
the National Banking and Securities Commission or the Institute for the Protection of Bank Savings may
so request it in writing and in such request it is stated that, in their opinion, there are elements to consider
such situation.
The aforementioned summons shall be made no later than on the next calendar day immediately
following the one in which the Secretariat shall have taken the aforementioned determination or received
said communication, and the Financial Stability Committee shall hold a meeting within the next two
calendar days, notwithstanding, however, that it may validly hold sessions in a non-business day or
without the need of a previous summons, provided that the minimum quorum established in article 29 Bis
9 of this Law is satisfied.
Article added OGF 07-06-2006
Article 29 Bis 8.- The Financial Stability Committee provided in article 29 Bis 6 of this Law shall be
composed by:
I. The Secretariat of Finance and Public Credit, represented by the Secretary and the Under Secretary
of Finance and Public Credit;
II. Bank of Mexico, represented by the Governor and a Deputy Governor designated by the Governor
for such purposes;
III. The National Banking and Securities Commission, represented by its Chairman and a Vicechairman of the competent Commission to supervise the bank in question, and
IV. The Institute for the Protection of Bank Savings, represented by its Executive Secretary and a
regular member of the Board of Governors of the aforementioned Institute, appointed by such collegiate
body amongst those referred in article 76 of the Bank Savings Protection Law.
The members of the Financial Stability Committee shall not have alternates.
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Last Amendment OGF 05-25-2010
The meetings of the Financial Stability Committee shall be presided over by the Secretary of Finance
and Public Credit and, in his absence, by the Under Secretary of Finance and Public Credit.
The Chairman of the Financial Stability Committee shall appoint a recording secretary, who shall be a
public officer of the Secretariat of Finance and Public Credit. The recording secretary shall verify that the
attendance quorum established in article 29 Bis 9 is complied with in the Financial Stability Committee
meetings; he shall write detailed minutes of such sessions, which shall be signed by all members of the
Committee who have been present thereat; he shall provide to such members the information referred in
article 29 Bis 10, and he shall notify the resolutions of such Committee to the Institute for the Protection of
Bank Savings, the next business day after they are adopted, at the latest, so that such Institute
determines the corresponding resolution method.
The Financial Stability Committee may agree on the attendance of guests to their sessions when it
deems it convenient for decision-making.
The information regarding matters dealt in the Financial Stability Committee shall be confidential
information, until its disclosure does not jeopardize the commercial bank in question, and the public who is
a client of such bank, notwithstanding that the Committee may decide on the release of public
communications.
Article added OGF 07-06-2006
Article 29 Bis 9.-In order for the Financial Stability Committee to be considered legally convened the
attendance of no less than five of its members is required, provided that at least a representative of each
of the institutions integrating it be present.
Members of the Financial Stability Committee who have a conflict of interest for participating in any of
its sessions must excuse themselves according to the procedure established in the paragraph below.
Members of the Financial Stability Committee shall be present at all the meetings to which they are
convened and may only excuse themselves under their strictest responsibility, for a justified cause, which
they shall previously disclose in writing to the recording secretary of the Committee, so that, in the
respective meeting, such Committee determines if the absence is justified. The Committee shall
determine the justifiable causes for such purposes. The Committee may hold meetings with the number of
members present, only to determine the justification of absences.
To decide that a commercial bank falls in any of the premises set forth in article 29 Bis 6 of this Law,
the affirmative vote of six members of the Financial Stability Committee shall be required, when seven or
more members are present, the affirmative vote of five members, when six of them are present, or of four,
when only five members are present.
Article added OGF 07-06-2006
Article 29 Bis 10.-Members of the Financial Stability Committee shall submit in writing the information
that the respective institutions have within the scope of their corresponding competences, which may
allow such Committee to carry out the relevant evaluation in order to adopt the determinations pertaining
to it in terms of this Law. The provision of the information stated in this article by members of the Financial
Stability Committee, as provided in this Law, shall not be understood as a transgression to the provisions
of article 117 of this Law or to any other provision that requires maintaining confidentiality.
On the same day when the meeting is to be held, the members of the Committee shall cast their vote,
in a reasoned manner, with respect to the issues submitted to their consideration and, upon doing so, they
shall state their arguments and the grounds thereof. In no case may they abstain from voting.
Article added OGF 07-06-2006
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Last Amendment OGF 05-25-2010
Article 29 Bis 11.- Members of the Financial Stability Committee shall only be subject to liability in the
exercise of their duties when they cause damages and lost profits assessable in money, including those
caused to the State in its Federal Public Treasury or to the assets of the Institute for the Protection of
Bank Savings.
Members of the Financial Stability Committee shall not be considered liable for damages and lost
profits when they have selected the most adequate alternative, to the best of their knowledge and belief,
or when the possible negative effects had not been foreseeable, in both cases, based on the information
available at the time of decision-making.
Regardless of the provisions of the first paragraph of this article, malicious abstention from disclosing
available and relevant information that is necessary for adequate decision-making or the unjustified
nonattendance to the meetings to which members of the Financial Stability Committee are called,
provided that, due to such nonattendance the Committee is unable to hold a meeting, shall give rise to
administrative liability.
In the liability proceedings are carried out against members of the Financial Stability Committee, if
applicable, it shall be necessary to prove the malicious intention of the wrongdoers, if any, in order to
determine applicable civil, criminal or administrative liability.
Article added OGF 07-06-2006
Article 29 Bis 12.- In those cases where the Financial Stability Committee determines that a
commercial bank has incurred in any of the premises set forth in article 29 Bis 6 of this Law, to protect the
interests of the saving public and the public interest, the provisions of subsection II of article 122 Bis of
this Law shall be applicable.
When the Financial Stability Committee determines that an institution does not fall in any of the
premises set forth in article 29 Bis 6 of this Law, the National Banking and Securities Commission shall
revoke the authorization to be organized and to operate as a commercial bank and the Institute for the
Protection of Bank Savings shall act as provided in the Second Section of Chapter II of Title Sixth of this
Law.
<Paragraph amended OGF 02-01-2008
Article added OGF 07-06-2006
CHAPTER II
On Development Banks
Article 30.-Development Banks are entities of the Federal Public Administration, with legal capacity
and property of their own, incorporated as national banking corporations, in terms of their respective
organizational laws and of this Law.
The Secretariat of Finance and Public Credit shall issue the organizational regulations for each
institution, which shall establish the basis under which the organization and performance of its bodies
shall be regulated.
The Development Banks have as their fundamental purpose to provide financing to individuals and
entities, as well as to provide technical assistance in terms of their respective organizational laws. In the
performance of their duties, the aforesaid institutions shall preserve and maintain their capital,
guaranteeing the sustainability of their operation, through an efficient, prudent and transparent channeling
of resources.
Paragraph added OGF 06-24-2002
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Last Amendment OGF 05-25-2010
Development Banks, when contracting any services that are required to carry out the operations and
services set forth in articles 46 and 47 of this Law, shall not be subject to the Government Procurement,
Hiring and Services Law.
Paragraph added OGF 02-01-2008
Any contracting made by development banks regarding expenses associated to materials and
supplies, general services, and physical investment in personal property and real estate, under article 30
of the Regulations to the Federal Budget and Treasury Accountability Law shall be subject to the
Government Procurement, Hiring and Services Law.
Paragraph added OGF 02-01-2008
For purposes of the provisions of the preceding paragraphs the Secretariat of Finance and Public
Credit shall be empowered to issue general guidelines under this article, as well as to decide
consultations on specific contracts favoring at all times efficiency, effectiveness and due opportunity in the
services to be provided by Development Banks.
Paragraph added OGF 02-01-2008
The organizational regulations and their amendments shall be published in the Official Gazette of the
Federation and shall be registered in the Public Registry of Commerce.
Article 31.- Development Banks shall annually prepare their operating and financial programs, their
expenses and investments general budgets, as well as the income estimates. National banking
corporations shall submit to the approval of the Secretariat of Finance and Public Credit, in accordance
with the guidelines, measures and mechanisms established by it to that end, the external and internal net
indebtedness limits; net financing and the limits to financial intermediation. For purposes of this paragraph
the Secretariat of Finance and Public Credit shall set forth the items that constitute financial intermediation
in the relevant Report on the Economic Situation, Public Finances and Public Debt.
Programs shall be prepared according to the guidelines and purposes of the National Development
Plan, as well as of the Financing for Development National Program and other sector programs of the
Plan itself. Within the framework of the aforesaid plans, each development bank shall prepare its
institutional programs, which shall contain a section regarding the way in which they shall coordinate with
the other development banks.
Development banks and economic promotion public trusts shall provide to the authorities and the
general public information regarding their operations, as well as indicators that measure the services
which each institution and trust assist the sectors established in their respective organizational laws and
charters of incorporation, in accordance with the guidelines issued for that purpose by the Secretariat of
Finance and Public Credit, using electronic or optic, or any other technology means allowing them to
make known such information under the general rules issued to that effect by the Secretariat of Finance
and Public Credit. In compliance with this obligation, the development banks shall observe the provisions
of article 117 of the Credit Institutions Law.
Paragraph amended OGF 05-06-2009
Likewise, each national banking corporation, through the electronic means available to it, shall make
known the credit and guarantee programs, indicating the policies and criteria under which it shall carry out
such transactions; the reports on the current expense and investment budget; the contingencies derived
from the security interests granted by the national banking corporation, as well as the labor contingencies,
or of any other type which imply a risk for the institution.
Article amended OGF 06-24-2002
Article 32.-The corporate capital stock of the development banks shall be represented by negotiable
instruments that shall be regulated by the applicable provisions of the Law of Credit Instruments and
Operations, in issues which are compatible with its nature and are not provided for in this Chapter.
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These instruments shall be named capital contribution certificates; they shall be nominative and shall
be divided into two series: series "A", that shall represent at all times, sixty-six percent of the capital stock
of the entity, which may only be subscribed by the Federal Government; and series "B", that shall
represent the remaining thirty-four percent.
Series "A" certificates shall be issued in a single instrument, they shall be non-transferable and in no
event shall change their nature or the rights they confer to the Federal Government as holder thereof. The
series "B" certificates may be issued in one or several instruments.
Article 33.-Except for the Federal Government and the general investment companies, no individual or
entity may acquire, through one or several transactions of any nature, simultaneous or successive, the
control of series "B" capital contribution certificates for more than five percent of the paid-in capital of a
development bank. The aforesaid limit shall apply, also, to the acquisition of the control by the individuals
or entities who according to the general provisions issued by the Secretariat of Finance and Public Credit,
shall be considered, for such purposes, as a single individual or entity.
The Secretariat of Finance and Public Credit may authorize, through general rules, that entities of the
Federal Public Administration and Governments of the Federal States and of the municipalities, may
acquire certificates of cited series "B", in a higher proportion to that established in this article.
Foreign individuals or entities, or Mexican companies whose bylaws do not include the direct or
indirect foreigner-exclusion clause, shall never hold any interests whatsoever in the capital stock of
development banks.
Individuals or entities who contravene the provisions of this article shall forfeit in favor of the Federal
Government their respective interests.
Article 34.-The Secretariat of Finance and Public Credit shall establish, through general provisions,
the manner, proportions and other conditions applicable to the subscription, holding and circulation of
series "B" certificates. Such provisions shall be subject to the modalities set forth in the respective
organizational laws, considering the sector and regional specialty of each development bank.
Article 35.-The capital contribution certificates shall grant their holders the right to profit sharing in the
issuing institution and, if applicable, in the liquidation quota.
The series "B" certificates shall be of equal value and shall confer the same rights to their holders,
which shall be:
I. To appoint and remove the respective examiners for this series of certificates;
Subsection amended OGF 06-24-2002
II. (Repealed)
Subsection repealed OGF 06-24-2002
III. To acquire under the same conditions and in proportion to the number of their certificates, those
issued in case of capital increase. This right shall be exercised in the term established by the
managing board, which shall be calculated from the date when the relevant agreement of the
Secretariat of Finance and Public Credit is published in the Official Gazette of the Federation and
such term cannot be of less than thirty days;
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IV. To receive the reimbursement of their certificates at its book value according to the last financial
statement approved by the managing board and reviewed by the National Banking Commission, when
the capital stock of the institution is reduced in terms of article 38 of this Law, and,
V. Any others conferred to them by this Law.
Article 36.-Development banks shall carry out a registry of series “B” capital contribution certificates
which shall contain data regarding holders of the certificates and transfers carried out.
These institutions shall only consider as holders of the series "B" certificates those who are registered
as such in the registry referred to in this article. To that end, they shall record in such registry and at the
request of the legitimate holder, the transfers that are carried out, provided that they abide by the
provisions of this Chapter.
Article 37.-The minimum capital of development banks shall be that established by the Secretariat of
Finance and Public Credit, through general provisions, which shall by fully paid in. When the corporate
capital stock exceeds the minimum, at least fifty percent shall be paid, provided that this percentage is not
less than the minimum established.
Said institutions may issue unsubscribed capital contribution certificates that shall be kept at the
treasury and that shall be delivered to subscribers against the total payment of their face value and of the
premiums established by such institutions, if applicable.
When a development bank announces its corporate capital stock, it shall also announce at the same
time its paid-in capital.
Article 38.-The corporate capital stock of the development banks may be increased or reduced at the
proposal of the Managing Board, by Agreement of the Secretariat of Finance and Public Credit, modifying
the respective Organizational Regulations, which shall be published in the Official Gazette of the
Federation.
In case of capital decrease, the board shall propose if such reduction shall be carried out through
decrease in face value of the certificates or redemption of part of them. In this last case, the series "B"
certificates to be redeemed shall be determined by a drawing before the National Banking Commission.
For purposes of a decrease, through exchange or redemption, series "B" certificates shall be
considered at their book value according to the last financial statement approved by the managing board
and reviewed by the National Banking Commission.
The Secretariat of Finance and Public Credit shall establish the cases and conditions when
development banks may provisionally acquire series “B” certificates, representing their own capital.
Article 39.-The distribution of profits and, if applicable, the liquidation quota, shall be made in
proportion to the contributions. Losses shall be distributed in like manner and up to the limit of the
contributions. If there were losses of the capital stock, such capital shall be reimbursed or reduced before
carrying out the profits distribution.
Profits may only be distributed after the balance sheet has been approved, without exceeding the
amount that would have been actually obtained.
Article 40.- The administration of the development banks shall be entrusted to a managing board and
to a chief executive officer, in terms of their own organizational laws.
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The managing board shall have an audit committee, which shall be of a consulting nature. The
National Banking and Securities Commission shall establish, through general provisions, the authority that
such audit committee shall exercise as minimum, as well as the manner in which such committee shall be
composed, the periodicity of their meetings, and the timeliness and sufficiency of the information that it
shall consider.
Paragraph added OGF 02-01-2008
The audit committee may directly submit to the consideration of the managing board the projects,
programs and other matters related to the powers referred in the preceding paragraph, and it shall report
any differences of opinion between the administration of the development bank in question and the audit
committee itself.
Paragraph added OGF 02-01-2008
Article 41.- The Secretariat of Finance and Public Credit shall set the general basis to establish the
remuneration that shall correspond to the external directors in an independent capacity and examiners of
the development banks that are designated by the holders of series “B” capital contribution certificates.
Development banks shall have a human resources and institutional development committee.
Regardless of the duties pertaining to said committee, the latter shall recommend to the managing board
the remuneration amount for the aforementioned external directors in an independent capacity and the
examiners, as provided in the first paragraph of this article. It shall also propose the remunerations to the
experts who shall take part in the support committees created by the board.
The appointments of the directors of development banks shall be carried out according to their
respective organizational laws, as well as to the provisions of this article.
External directors in an independent capacity shall comply with the requirements set forth in article 22,
as well as with the provisions of article 23 second paragraph and subsections II to VI, both of this Law.
External directors in an independent capacity shall not have alternates and they shall provide their
services during a term of four years. The terms of such directors shall be staggered and they shall follow
each year. The persons who shall act as such may be designated in such capacity more than once.
The vacancy generated by any external director in an independent capacity shall be filled by a new
member designated to constitute the managing board and he shall remain in office only for the remaining
time in office that the substituted director had.
Upon taking office, each director shall subscribe a document prepared by the development bank in
question, in which he declares under oath to tell the truth that he has no impediment to perform as director
of said institution, and in which he accepts the rights and obligations of such position.
Article amended OGF 06-24-2002. Errata OGF 07-08-2002. Amended OGF 02-01-2008
Article 42.- The board shall direct the development bank based on the policies, guidelines and
priorities that according to Law the Federal Executive establishes through the Secretariat of Finance and
Public Credit, for the fulfillment of the objectives and goals of their programs and he shall instruct the chief
executive officer in that respect for the execution and attainment thereof.
The managing board in representation of the institution may agree to carry out all the transactions
inherent to its purpose and to discretionally delegate its powers in the chief executive officer, as well as to
designate attorneys-in-fact and to appoint within such board delegates for specific actions or duties.
The following powers may not be delegated by the board:
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I.
Last Amendment OGF 05-25-2010
To appoint or remove, at the proposal of the chief executive officer, the public officers of the
institution who hold positions two ranks immediately below the former, and those others stated in
the organizational regulations, as well as to grant them leaves of absence;
Subsection amended OGF 02-01-2008
II.
To appoint and remove the secretary and the assistant secretary of the board;
III.
To approve the establishment, relocation and closing of branches, agencies and offices in the
country and abroad;
Subsection amended OGF 06-24-2002, 02-01-2008
IV.
To agree on the creation of credit, human resources and institutional development, integral risk
administration committees, as well as those considered necessary for the attainment of its
purpose;
Subsection amended OGF 06-24-2002
V.
To determine the powers of the different bodies and of the public servants of the institution, for
the granting of credits;
VI.
To approve the financial statements of the bank in order to proceed to their publication. The
annual financial statements shall be approved with the prior report of the examiners and they
shall be subscribed by the chief executive officer, by the person responsible for the institution’s
accountancy and by the person responsible for the internal audit duties, according to their
competence, prior to their approval.
Subsection amended OGF 02-01-2008
VII.
To approve as the case maybe, the creation of reserves;
Subsection amended OGF 06-24-2002
VII bis. To approve if applicable, the allocation of profits, as well as the manner and terms in which it
shall be carried out;
Subsection amended OGF 06-24-2002
VIII. It is repealed.
Subsection repealed OGF 02-01-2008
VIII bis. To approve the expense and investment general budgets, without being subject to the
provisions of article 31, subsection XXIV of the Internal Organizational Law of the Federal Public
Administration;
Subsection added OGF 06-24-2002
IX.
To approve the proposals of the external and internal net indebtedness limits, net financing, as
well as the financial intermediation limits;
Subsection amended OGF 06-24-2002
IX bis. To approve the annual income estimates, its financial program and its operative programs;
Subsection added OGF 06-24-2002
X.
To approve the annual programs for real estate and personal property acquisition, hire and
transfer, of works execution and provision of services, that the institution requires, as well as the
policies and general bases that regulate the covenants, contracts or agreements that the
institution shall enter into with third parties, in these matters, according to the applicable
regulations and without such programs, policies and bases regarding their branches being
subject to the exercise of powers referred to in article 37, subsections XX and XXIII, of the
Internal Organizational Law of the Federal Public Administration on real state hiring matters;
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Subsection amended OGF 02-01-2008
XI.
To propose to the Secretariat of Finance and Public Credit the amendments to the organizational
regulation;
Subsection amended OGF 02-01-2008
XI bis. To approve the assignment of assets and liabilities;
Subsection amended OGF 02-01-2008
XII.
To approve the issuance of provisional or definite capital contributions certificates;
XIII. To propose to the Secretariat of Finance and Public Credit, the increase or decrease of the
corporate capital stock;
XIV. To agree the paid-in capital increases of the institution, as well as to set the premiums, that the
subscribers of capital contributions certificates shall pay, if applicable;
XV.
To agree the issuance of subordinated debentures;
XVI. To approve investments in the capital of the companies indicated in articles 75, 88 and 89 of this
Law, as well as their transfer;
Subsection amended OGF 02-01-2008
XVII. To approve the annual publicity and advertising programs of the institution, without the need for
the approval of the Secretariat of Internal Affairs;
Subsection amended OGF 06-24-2002
XVIII. To approve the organic structure, employment levels, the bases for the preparation of wage
scales, wage policies and for the granting of incentives; rise, promotion and retirement policies;
selection, recruiting and training guidelines; lay off criteria; performance evaluation indicators for
the determination of compensations and other economic and social security benefits established
in benefit of the public officers that work in the company, as well as the general working
conditions of the institution, at the proposal of the chief executive officer, and taking into account
the opinion of the relevant union, according to article 18 of the Regulatory Law of subsection XIII
Bis of Section B of Article 123 of the Political Constitution of the United Mexican States, and the
remuneration of the directors and examiners designated by the holders of series “B” capital
contributions certificates, on the human resources and institutional development committee
recommendation, as an exception to the provisions of articles 31, subsection XXIV, and 37,
subsections VIII, XVIII and XVIII bis, of the Internal Organizational Law of the Federal Public
Administration;
Subsection amended OGF 06-24-2002, 02-01-2008
XIX. To give an opinion on the general working conditions of the institute;
Subsection amended OGF 06-24-2002
XX.
Those established with such character by the respective law or organizational regulation of the
institution.
XXI. To authorize the holding on its own account of the instruments registered in the National
Securities Registry, representing the corporate capital stock of corporations, as well as the
manner to administer it;
Subsection added OGF 06-24-2002
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XXII. To authorize a financing program in line with the goals established for the development bank in
question, by the Secretariat of Finance and Public Credit;
Subsection added OGF 06-24-2002. Amended OGF 02-01-2008
XXIII. To know, and if applicable, approve the reports submitted to it by the integral risk management
committee, as well as the prudential risks limits proposed to it by such committee, and
Subsection added DOF 06-24-2002. Amended OGF 02-01-2008
XXIV. To analyze and approve, as the case maybe, the matters that the audit committee submits to its
consideration and to determine the applicable or appropriate measures in matters of internal
control.
Subsection added OGF 02-01-2008
In the premises established in subsections III, VII, IX and XV of this article the express authorization of
the Secretariat of Finance and Public Credit shall be required.
Paragraph amended OGF 06-24-2002, 02-01-2008
In the exercise of the powers conferred to the managing boards in this article, they shall only abide by
the provisions of their organizational laws, this Law and the guidelines issued by the Secretariat of
Finance and Public Credit.
Article 43.- The chief executive officer, within his administrative duties, shall submit to the
consideration of the managing board the projects and programs related to the powers conferred to the
board in the previous article.
In addition to the powers set forth in this and other laws, the chief executive officer has the power to
designate and remove trust officers.
The chief executive officer shall be designated by the Federal Executive, through the Secretary of
Finance and Public Credit, and such appointment shall fall upon the person who meets the requirements
set forth in article 24 of this Law.
The same requirements shall be met by the public officers that hold positions in two administrative
ranks immediately below that of the chief executive officer and those determined to such effect by the
organizational regulation. Their designation shall be made based on their merits and according to the
provisions of aforesaid article 24. When in the opinion of the Secretariat of Finance and Public Credit,
public officers holding positions in two administrative ranks below do not carry out duties of a material
nature, it may exempt them from the requirements contained in subsection II of article 24 of this Law.
The National Banking and Securities Commission, with the resolution of its Board of Governors and
after having heard the interested party, may determine to proceed to the removal or suspension of the
trust officers and public officers who may bind the institution with their signature, with the exception of the
chief executive officer, when it considers that such persons do not have sufficient technical or moral
qualities to perform their duties or that in the performance of such duties they had not abided by the
applicable legal and administrative provisions. The removal and suspension resolutions may be contested
before the National Banking and Securities Commission, which shall resolve through its Board of
Governors within fifteen business days following the date when such resolution would have been notified.
The Commission itself may recommend the Federal Executive, through the Secretariat of Finance and
Public Credit, the removal of the chief executive officer of the institution, when it considers that he has not
abided by the applicable legal and administrative provisions in the performance of his duties, or otherwise,
he had not directed the institution based on sound banking practices.
Article amended OGF 06-24-2002, 02-01-2008
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Article 43 bis.- The Managing Board, as well as the public officers of the development banks, may not
grant retirement benefits or pensions in terms and conditions other than those provided for in their
respective general working conditions.
Article added OGF 06-24-2002
Article 44.- The surveillance body of the development banks shall be composed by two examiners,
one of whom shall be appointed by the Secretariat of Government Services and the other by the series “B”
holders of capital contribution certificates. An alternate shall be appointed for each regular examiner. The
examiners shall have the broadest powers to examine the accounting books and other documents of the
national banking corporation in question, including that of its board, as well as to carry out all other actions
required for the adequate performance of their duties, and it shall have the right to attend to the managing
board meetings with voice.
The appointment of the examiners made by the series “B” holders of capital contribution certificates
shall correspond to the person or persons who maintain in the aggregate the majority of such series. In
the case that the holder is the Federal Government, the relevant appointment shall be made by Secretary
of Finance and Public Credit.
Article amended OGF 06-24-2002, 02-01-2008
Article 45.-(Repealed)
Article repealed OGF 06-24-2002
CHAPTER III
On the Affiliates of Foreign Financial Institutions.
Chapter added OGF 12-23-1993
Article 45-A.- For purposes of this Law it shall be understood as:
I.
Affiliate: The Mexican corporation authorized to be organized and to operate, under this Law, as a
commercial bank, in which capital stock a Foreign Financial Institution or an Affiliated Holding
Company has an interest, in terms of this chapter;
Paragraph amended OGF 07-18-2006
Paragraph I, amended by OGF 07-18-2006, that shall continue in effect until July 18, 2013:
I.
Affiliate: The Mexican corporation authorized to be organized and to operate, under this Law, as a commercial bank or
a limited scope financial institution, in which capital stock a Foreign Financial Institution or an Affiliated Holding
Company has an interest, in terms of this Chapter;
II.
Foreign Financial Institution: The financial institution organized in a country with which Mexico has
entered into an international treaty or agreement by virtue of which the establishment of Affiliates
within the Mexican Territory is allowed; and
III.
Affiliated Holding Company: The Mexican company authorized to be organized and to operate as
a holding company in terms of the Law to Regulate Financial Groups and, in which capital stock a
Foreign Financial Institution has an interest.
Article added OGF 12-23-1993
Article 45-B.- Affiliates shall be regulated by the provisions of the relevant international treaties or
agreements, this chapter, the provisions contained in this Law that are applicable to commercial banks
and, the rules for the establishment of affiliates issued to such end by the Secretariat of Finance and
Public Credit, hearing the opinion of Bank of Mexico and the National Banking and Securities
Commission.
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Paragraph amended OGF 07-18-2006
First Paragraph, amended by OGF 07-18-2006, that shall continue in effect until July 18, 2013:
Article 45-B. - The Affiliates shall be regulated by the provisions of the relevant international treaties or agreements, this
chapter, the provisions contained in this Law that are applicable to commercial banks or to limited scope financial institutions,
as the case may be, and the rules for the establishment of Affiliates issued to such end by the Secretariat of Finance and Public
Credit, hearing the opinion of Bank of Mexico and the National Banking and Securities Commission.
The Secretariat of Finance and Public Credit has the authority to interpret, for administrative purposes,
the provisions on financial services included in international treaties or agreements mentioned in the
preceding paragraph, and to provide for their application.
Article added OGF 12-23-1993
Article 45-C.- In order to be organized and operate as an Affiliate it is required to obtain the
authorization from the Federal Government, which may be granted at the absolute discretion of the
National Banking and Securities Commission, upon the prior approval of its Board of Governors and the
favorable opinion of the Bank of Mexico. These authorizations shall be non-transferable due to their
particular nature.
Paragraph amended OGF 02-01-2008
The authorizations granted for such purpose, and any amendments thereof, shall be published in the
Official Gazette of the Federation and in two newspapers of broad circulation in the place of the
corporate address of the relevant Affiliate.
Article added OGF 12-23-1993
Article 45-D.- Financial authorities, within the scope of their relevant duties, shall guarantee
compliance of national-treatment commitments undertaken by Mexico, as the case may be, in terms of
any applicable international treaty or agreement.
Affiliates may execute the same transactions as commercial banks, unless any applicable international
treaty or agreement provides any limitation thereto for.
Paragraph amended OGF 07-18-2006
Article added OGF 12-23-1993
Second Paragraph, amended by OGF 18-07-2006, that will continue in effect until July 18, 2013:
Affiliates may execute the same transactions as commercial banks or limited scope financial institution, as the case may
be, unless the applicable international treaty or agreement provides any limitation to such effect.
Article 45-E.- In order to invest in the capital stock of an Affiliate, the Foreign Financial Institution shall
carry out, in the country where it is incorporated, directly or indirectly, according to the applicable laws, the
same kind of transactions that the relevant Affiliate is authorized to carry out in Mexico, according to the
provisions of this Law and the rules established in the first paragraph of article 45-B.
Those Affiliates in which capital stock an Affiliated Holding Company has an interest according to the
Law to Regulate Financial Groups and the rules mentioned in the preceding paragraph, are exempted
from the provisions of the previous paragraph.
Article added OGF 12-23-1993
Article 45-F.- The application for an authorization to be organized and to operate as an Affiliate must
comply with the requirements set forth in this Law and in the rules established in the first paragraph of
article 45-B.
Article added OGF 12-23-1993
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Article 45-G.- The capital stock of Affiliates shall be composed by series “F” shares, representing at
least fifty-one percent of such capital stock. The remaining forty-nine percent of the capital stock may be
composed indistinctly or jointly by series “F” and “B” shares.
Paragraph amended OGF 11-17-1995
Series “F” shares may only be acquired by an Affiliated Holding Company or, directly or indirectly, by a
Foreign Financial Institution, except for the case mentioned in the last paragraph of article 45-H, in
connection with shares representing the capital stock of Affiliated commercial banks.
Paragraph amended OGF 11-17-1995
Series "B" shares of Affiliated commercial banks shall be regulated by the provisions set forth in this
Law for series "O" shares. Foreign Financial Institutions holding series “F” shares of an Affiliate
commercial bank shall not be subject to the limitations set forth in article 17 of this Law, in regard to their
series “B” shareholding.
Paragraph amended OGF 11-17-1995, 01-19-1999
Shares shall have equal value; within each series, they shall confer their holders the same rights and,
they shall be wholly paid in cash upon their subscription, in terms of article 12 of this Law. The
aforementioned shares shall be kept in deposit with any of the securities depository institutions regulated
by the Securities Market Law, who shall never be required to hand them over to their holders.
Paragraph amended OGF 02-01-2008
(Last paragraph is repealed).
Paragraph repealed OGF 11-17-1995
Article added OGF 12-23-1993. Amended OGF 02-15-1995
Article 45-H.- Series "F" shares representing the capital stock of an Affiliate, may only be transferred
with the prior authorization of the National Banking and Securities Commission, with the approval of its
Board of Governors.
Except in case the purchaser is a Foreign Financial Institution, an Affiliated Holding Company or an
Affiliate, to make the transfer, the bylaws of the Affiliate which shares are subject to the transaction, must
be amended. In connection with Affiliated commercial banks, the provisions of Chapter I of this Title must
be complied with.
When the purchaser is a Foreign Financial Institution, an Affiliated Holding Company or an Affiliate, the
provisions of subsections I, III and IV of article 45-I shall be followed. When these entities acquire shares
representing the capital stock of an Affiliated commercial bank the provisions of subsection V of the
aforementioned article 45-I shall also be followed.
Neither the approval of the National Banking and Securities Commission, nor any amendment to
bylaws, shall be required whenever the transfer of shares is made, either as collateral or transfer of title, to
the Institute for the Protection of Bank Savings.
Any person intending to acquire, directly or indirectly, series "F" shares representing the corporate
capital stock of an Affiliate commercial bank, shall obtain the prior authorization of the National Banking
and Securities Commission, who may grant it at its own discretion, after hearing the opinion of the Bank of
Mexico.
The foregoing authorizations shall be subject to the general provisions issued by such Commission
promoting the sound development of the banking system, and they shall be granted, as the case may be,
regardless of the provisions of article 17.
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Article amended OGF 12-23-1993, 02-15-1995, 11-17-1995, 02-01-2008
Article 45-I.- The National Banking and Securities Commission, with the approval of its Board of
Governors and after hearing the opinion of the Bank of Mexico, may authorize Foreign Financial
Institutions, Affiliated Holding Companies or Affiliates, to acquire shares representing the corporate capital
stock of one or more commercial banks, provided the following requirements are met:
Paragraph amended OGF 06-04-2001, 07-18-2006, 02-01-2008
I. -
Foreign Financial Institution, Affiliated Holding Company or Affiliate, as the case may be, shall
acquire shares representing at least fifty-one percent of their corporate capital stock;
Paragraph amended OGF 02-15-1995, 11-17-1995
II.
In the event of intending to transform the institution into an Affiliate, the corporate bylaws of said
institution which shares are to be transferred shall be amended, to comply with the provisions of
this Chapter;
Paragraph amended OGF 07-18-2006, 02-01-2008
III.
(Repealed)
Paragraph repealed OGF 06-04-2001
IV. (Repealed)
Paragraph amended OGF 07-18-2006. Repealed OGF 02-01-2008
V.
(Repealed)
Paragraph amended OGF 02-15-1995. Repealed OGF 06-04-2001
(Last paragraph repealed)
Paragraph added OGF 01-19-1999. Repealed OGF 06-04-2001
Article added OGF 12-23-1993
Article 45-J.- (Repealed)
Article added OGF 12-23-1993. Repealed OGF 06-04-2001
Article 45-K.- The board of directors of affiliated commercial banks shall be composed by a minimum
of five and a maximum of fifteen regular directors, of whom at least twenty-five percent shall be
independent. An alternate director may be appointed for each regular director, provided that alternate
directors of independent directors shall have such capacity as well.
Paragraph amended OGF 01-19-1999, 06-04-2001
Their appointment shall be made in a special meeting for each series of shares. The provisions of
general ordinary shareholders’ meetings established in the Business Companies Law shall apply, as
applicable, to the meetings convened with this purpose, and to those held for the appointment of
examiners for each series of shares.
Paragraph added OGF 06-04-2001
Series "F" shareholder representing at least fifty-one percent of the paid-in corporate capital stock shall
appoint half plus one of the directors and for each ten percent of shares of this series exceeding such
percentage, such director shall be entitled to appoint an additional director. Series “O” shareholders shall
appoint the remaining directors. The appointment of minority directors may only be revoked, when the
appointment of the remaining directors of the same series is also revoked.
Paragraph amended OGF 01-19-1999, 06-04-2001
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The Board of directors shall be composed by at least twenty-five percent of independent directors, who
shall be appointed in a proportional manner according to the preceding paragraphs. It shall be understood
as an independent director an individual who is foreign to the management of the relevant affiliate
commercial bank, and who meets the requirements and conditions determined by the National Banking
and Securities Commission, through the general provisions mentioned in article 22 of this Law, which shall
in like manner, establish the premises under which a director shall cease to be independent for purposes
of this article.
Paragraph amended OGF 06-04-2001
In no event shall the following persons be independent directors:
Paragraph repealed OGF 01-19-1999. Added OGF 06-04-2001
I. Employees or head officers of the institution;
Subsection added OGF 06-04-2001
II. Shareholders who without being employees or head officers of the institution have power of
command over its head officers;
Subsection added OGF 06-04-2001
III. Partners or employees of partnerships or associations providing advisory or consulting services to
the institution or to the companies belonging to the same economical group to which it is a party, and the
income of which represents ten percent or more of their income;
Subsection added OGF 06-04-2001
IV. Customers, suppliers, debtors, creditors, partners, directors or employees of a company that is an
important customer, supplier, debtor or creditor of the institution.
It shall be considered that a customer or supplier is important when the services provided by it to the
institution or the sales carried out by the former to the latter represent more than ten percent of the
services or total sales of the customer or provider, respectively. Furthermore, it shall be considered that a
debtor or a creditor is important when the amount of the corresponding credit is greater than fifteen
percent of the assets of the institution or of its counterparty;
Subsection added OGF 06-04-2001
V. Employees of a foundation, civil association or civil partnership receiving important donations from
the institution.
Donations representing over fifteen percent of the total donations received by the foundation, civil
association or civil partnership in question shall be considered as important donations;
Subsection added OGF 06-04-2001
VI. Any chief executive officer or high-level officers of a company having in its board of directors the
chief executive officer or high-level officer of the institution;
Subsection added OGF 06-04-2001
VII. Spouses, concubines, as well as blood, marriage or civil relatives up to the first degree, of any of
the individuals mentioned in subsections III to VI above, or else, up to the third degree of any of those set
forth in subsections I, II, and VIII of this article, and
Subsection added OGF 06-04-2001
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VIII. Those who have occupied a direction office or management position within the institution or
financial group which, as the case may be, the institution itself belongs to, during the previous year when
his appointment is intended to be made.
Subsection added OGF 06-04-2001
The board must meet at least quarterly and additionally, whenever it is summoned by the Chairman of
the Board, by at least one fourth of the directors, or by any examiner of the institution. To hold ordinary
and extraordinary board meetings, the attendance of at least fifty-one percent of the directors shall be
necessary, out of which at least, one shall be an independent director.
Paragraph amended OGF 06-04-2001
The seventh paragraph is repealed.
Paragraph added OGF 11-17-1995. Repealed OGF 07-18-2006
Paragraph added OGF 11-17-1995. Repealed OGF 07-18-2006
Seventh paragraph, repealed by OGF 07-18-2006, that shall continue in effect until July 18, 2013:
In the case of affiliated limited scope financial institutions, the number of directors may never be less than five. Series “B”
holders, as the case may be, shall be entitled to appoint at least one director. The appointment of minority directors may only
be revoked, when the appointment of the rest of the directors of the same series is also revoked.
The chairman of the board shall be elected from regular directors appointed by series “F” shareholders,
and shall have a tie-breaking vote in the event of ties.
Paragraph amended OGF 06-04-2001
In the case of any Affiliated commercial banks on which at least ninety-nine percent of the instruments
representing the corporate capital stock are held, directly or indirectly, by a Foreign Financial Institution or
an Affiliated Holding Company, it may freely determine the number of directors, which in no event may be
less than five, being required to follow the provisions of paragraphs first, third and fourth of this article.
Paragraph amended OGF 11-17-1995, 06-04-2001
The majority of the directors of an Affiliate shall reside in Mexican territory.
Article added OGF 12-23-1993. Amended OGF 02-15-1995
Article 45-L.- The chief executive officers of Affiliated commercial banks shall be exempted from the
requirements established in subsection I of article 24 of this Law. Chief executive officers of the Affiliates
shall reside in Mexican territory.
Article added OGF 12-23-1993
Article 45-M.- The surveillance body of the Affiliates, shall be comprised of at least one examiner
appointed by series “F” shareholders and, as the case may be, one examiner appointed by series “B”
shareholders, and their respective alternates.
Article added OGF 12-23-1993. Amended OGF 02-15-1995, 11-17-1995
Article 45-N.- In regard to the Affiliates, the National Banking and Securities Commission shall have all
the powers attributed to it by this Law in connection with commercial banks. When the supervising
authorities of the country of origin of the Foreign Financial Institution that holds the shares representing
the corporate capital stock of an Affiliate or an Affiliated Holding Company, as the case may be, wish to
make inspection visits, they shall request it to the Commission itself. At the discretion of the Commission,
inspection visits may be made through it or without its intermediation.
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Last Amendment OGF 05-25-2010
Paragraph amended OGF 06-04-2001, 07-18-2006
First, amended by OGF 07-18-2006, that shall continue in effect until July 18, 2013:
Article 45-N. - In regard to Affiliates, the National Banking and Securities Commission shall have all the powers
attributed to it by this Law in connection with commercial banks and limited scope financial institutions. When the
supervising authorities of the country of origin of a Foreign Financial Institution holding the shares representing the capital
stock of an Affiliate or an Affiliated Holding Company, as the case may be, wish to make inspection visits, they shall request
it to the Commission itself. At the discretion of the Commission, the inspection visits may be made through it or without its
intermediation.
The request established in the preceding paragraph shall be made in writing, at least thirty calendar
days in advance and it shall contain the following:
I.
A description of the inspection action to be carried out; and
II.
The legal provisions applicable to the inspection action involved in the request.
At the request of the National Banking and Securities Commission, the authorities that carry out the
inspection must submit to it a report on the results obtained.
Paragraph added OGF 06-04-2001
Article added OGF 12-23-1993
CHAPTER IV
On commercial banks having business or property relations with entities engaged in
business activities
Chapter added OGF 02-01-2008
Article 45-O.- Any commercial banks that have business or property relationships with entities that are
engaged in business activities shall be regulated by the provisions of this chapter and other provisions
contained in this Law.
Notwithstanding the foregoing, the provisions contained in this Chapter, shall not apply to:
I. Commercial banks that belong to a financial group organized in terms of the Law to Regulate
Financial Groups, in regards to companies who are members of the financial group and its subsidiaries,
including the holding company, and
II. Commercial banks that do not belong to a financial group in regards to financial entities regulated by
financial laws in force belonging to the same corporate Group or Consortium to which the commercial
bank belongs.
Article added OGF 02-01-2008
Article 45-P.- For purposes of this Chapter, consortium, control, relevant executive officer, group of
individuals, corporate group and power of command, shall be understood as set forth in article 22 Bis of
this Law. Additionally it shall be understood as:
I. Business activities, as is defined in article 16 of the Federal Tax Code. Regular and professional
credit activities amounting in one fiscal year the proportion of credit assets or income related to such
activities, according to the provisions of article 8 of the Income Tax Law, shall be excluded.
II. Significant influence, the holding of rights that allow, directly or indirectly, exercising the voting rights
in regards to, at least, twenty percent of the corporate capital stock of an entity.
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III. Business relationship, the relation resulting from the execution of agreements for the investment in
capital stock of other entities, whereby a significant influence is obtained, including any other kind of legal
acts producing similar effects to such investment agreements.
IV. Property relationship, the one resulting from the fact that a commercial bank belongs to a
consortium or corporate group, to which the entity also belongs.
Article added OGF 02-01-2008
Article 45-Q.- Commercial banks that maintain business or property relationships with entities
engaged in business activities, shall abide by the following:
I. They shall take internal control actions and have computers and accounting systems assuring their
operational independence from any of the other members of the consortium or corporate group to which
they belong, or else, from their members.
II. They must have facilities assuring the independence of physical space of their administrative offices
from any of the other members of the consortium or corporate group to which they belong, or else from
their associates. Notwithstanding the foregoing, the physical space assigned to customer service, such as
branches, may be located in the same building, provided that the access to the inner working area of the
branch is allowed only to the institution’s own personnel.
Article added OGF 02-01-2008
Article 45-R.-The shareholders of commercial banks regulated by this Chapter shall appoint the
members of the board of directors.
The majority of the directors may be related to the person or group of individuals in control of the
consortium or corporate group carrying out business activities and having business or property
relationships with the commercial bank. The aforementioned majority shall be established with the
following persons:
A) Those having a relation with the consortium or corporate group controlled by the aforementioned
person or group of persons, that is:
I. Individuals having any employment, position or commission agency whereby they may take
decisions significantly affecting the administrative, financial, operational or legal condition of the entity, or
of the consortium or corporate group to which such entity belongs. The foregoing shall also be applicable
to the individuals that have held such employments, positions or commissions, within a twelve-month
period prior to their appointment or to the relevant meeting.
II. Individuals having a significant influence or power of command, in the consortium or corporate group
to which the institution belongs.
III. Any customer, service provider, supplier, debtor, creditor, partner, director or employee of a
corporation carrying out business activities, who may be an important customer, service provider, supplier,
debtor or creditor of the entity.
It shall be considered that a customer, service provider or supplier is important, when the sales of the
company represent over ten percent of the total sales of the customer, service provider or supplier, within
a twelve-month period prior to the corresponding appointment or meeting. Furthermore, it is considered
that a debtor or creditor is important, when the amount of the credit is greater than fifteen percent of the
assets of the corporation itself or of its counterparty.
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IV. Individuals related by blood, marriage or civil kinship up to the second degree, and the spouses, the
concubine and the concubine, of any of the individuals mentioned in subsections I to III of this article.
B) Officers of the relevant commercial bank.
The majority set forth in this article may only be reached by a combination of the individuals described
in subparagraphs A) and B) above, in such manner, that the individuals mentioned in subparagraph A) are
not a majority.
Notwithstanding the foregoing, the composition of the board of directors shall comply with the
percentages of directors set forth in articles 22 and 23 of this Law, and with any other provisions
contained in this legal statute.
Commercial banks may not appoint as chief executive officer or as officers or executive officers holding
the two positions immediately below the former one, any individuals being employed by, having a position
or commission of any kind, with any of the members of the consortium or corporate group to which the
institution belongs or with entities performing business activities with which the institution maintains
business relationships. The provisions of this paragraph shall not be applicable to the directors or the
secretaries of the board of commercial banks.
Article added OGF 02-01-2008
Article 45-S.- The board of directors of commercial banks, or else, a committee established by said
corporate body, comprised of at least one independent director, who shall chair such, shall approve the
entering into transactions of any kind with any of the members of the corporate group or consortium to
which the institutions belong to, or with entities carrying out business activities with which the institution
maintains business relations.
Entrance into of such transactions shall be agreed upon in market conditions. Furthermore, any
transactions that due to their respective importance are significant to the commercial bank, shall be
entered into on the basis of transfer pricing studies, performed by a prestigious expert who is independent
from the corporate group or consortium to which the institution may belong. The information in this
paragraph must be available at all times to the National Banking and Securities Commission.
Commercial banks shall prepare and submit to the Commission, within the first quarter of each year,
an annual study on the transfer prices used for executing the transactions mentioned in this article, made
during the immediately preceding calendar year.
Whenever any transactions that imply a transfer of risks of relative importance to the property of the
corresponding commercial bank are carried out by any of the members of the consortium or corporate
group to which such institution belongs, the chief executive officer shall prepare a report on such issue
and submit it to the National Banking and Securities Commission within twenty business days following
the date such transactions are executed.
Article added OGF 02-01-2008
TITLE THIRD
On the Transactions
CHAPTER I
On the General Rules
Article 46.- Credit institutions may only perform the following transactions:
I.
Receive cash bank deposits:
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a)
On demand;
b)
Subject to withdrawal on pre-established days;
c)
Saving deposits, and
d)
Time deposits or with prior notice withdrawal deposits;
Last Amendment OGF 05-25-2010
II.
Accept loans and credits;
III.
Issue bank bonds;
IV.
Issue subordinated debentures;
V.
Make deposits with credit institutions and foreign financial entities;
VI.
Make discounts and grant loans or credits;
VII.
Issue credit cards based on revolving loan agreements;
VIII.
Undertake obligations on behalf of third parties, based on credits extended, through the granting
of acceptances, endorsements or absolute and unconditional guarantees of negotiable
instruments, as well as the issuance of letters of credit;
IX.
Trade with securities as provided in this Law and the Securities Market Law;
X.
Promote the organization and transformation of all kinds of companies and corporations and to
subscribe and preserve shares or interests in such, in terms of this Law;
XI.
Trade with commercial documents on their own account;
XII.
Carry out on their own account or on behalf of third parties, transactions with gold, silver and
foreign currency, including repurchase agreements on the latter;
XIII.
Provide safe-deposit box services;
XIV. Issue letters of credit with the prior receipt of their amount, cash credits and carry out payments
on behalf of customers;
XV.
Carry out the trust transactions set forth in the Law of Credit Instruments and Operations, and
carry out agencies and commission agencies;
Credit institutions may carry out transactions with themselves in compliance of trusts, agencies
or commission agencies, when the Bank of Mexico authorizes it through general provisions, that
establish requirements, terms and conditions promoting that the respective transactions are
performed consistently with market conditions at the time of their execution, and avoiding
conflicts of interest;
Paragraph added OGF 02-01-2008
XVI. Receive deposits for management or custody, or security deposits on account of third parties, of
instruments or securities and in general of commercial instruments;
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XVII. Act as common representative of the holders of negotiable instruments;
XVIII. Provide cashier and treasury services in regard to credit instruments on account of the issuers;
XIX. Keep the accounting and minutes’ books and the ledgers of companies and businesses;
XX.
Act as executor of an inheritance;
XXI. Act as receiver or be in charge of any judicial or out of court liquidation of businesses,
establishments, and business reorganization or inheritance proceedings;
XXII. Make appraisals that shall have the same weight of evidence as the one the laws attribute to
those made by commercial notary public or by expert;
XXIII. Acquire any necessary personal property and real estate for the fulfillment of their corporate
purpose and transfer the same when applicable, and
XXIV. Enter into financial leasing agreements and acquire the properties subject to such agreements.
(The second paragraph is repealed)
Paragraph repealed OGF 06-04-2001
Paragraph added OGF 07-23-1993
XXV. Carry out derivative transactions, abiding by the technical and operational rules issued by the
Bank of Mexico, that provide the elements for such transactions, such as kind, terms,
counterparties, underlyings, collateral securities, and liquidation forms;
Paragraph amended OGF 07-23-1993 (moved forward), 06-04-2001, 02-01-2008
XXVI. Perform financial factoring transactions;
Paragraph added OGF 06-04-2001. Amended OGF 02-01-2008
XXVI bis. Issue and set in circulation any means of payment determined by the Bank of Mexico,
abiding by the technical and operational rules issued by it, that provide, among other elements,
the ones referred to their use, amount and term, in order to foster the use of various means of
payment;
Paragraph added OGF 02-01-2008
XXVII. Intervene in the procurement of insurance policies; for such purposes, they shall comply with
the provisions of the Mutual Insurance and Insurance Companies Law and in the general
provisions resulting therefrom, and
Paragraph added OGF 02-01-2008
XXVIII. Any other analogous or related transactions authorized by the Secretariat of Finance and
Public Credit, hearing the opinion of the Bank of Mexico and of the National Banking and
Securities Commission.
Paragraph added OGF 06-04-2001. Amended OGF 02-01-2008 (moved forward)
Commercial banks may only carry out transactions established in the aforementioned subsections that
are expressly established in their corporate bylaws, upon previous approval from the National Banking
and Securities Commission as provided in articles 9 and 46 Bis of this Law.
Paragraph added OGF 06-04-2001. Amended OGF 07-18-2006, 02-01-2008
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The Secretariat of Finance and Public Credit, the National Banking and Securities Commission and the
Bank of Mexico, within the regulations to be issued within the scope of their duties, shall consider the
transactions that commercial banks are authorized to carry out according to the provisions of articles 8, 10
and 46 Bis of this Law, and differentiate, whenever it deems convenient, such regulations in issues such
as the infrastructure they must have and the information they must provide, among others.
Paragraph added OGF 02-01-2008
Article 46 Bis.- The National Banking and Securities Commission shall authorize commercial banks to
start operations or to perform other additional transactions to those that have been authorized to it, from
amongst the ones stated in article 46 of this Law, when they evidence compliance with the following:
I. That the relevant transactions are expressly set forth in their bylaws;
II. That they have the minimum capital stock that may correspond to them according to article 19 of this
Law, by virtue of the transactions they intend to carry out;
III. That they have suitable governing bodies and corporate structure to perform the transactions they
intend to carry out, according to this Law and the general technical or operational rules issued by the
National Banking and Securities Commission aimed at the proper performance of the institutions;
IV. That they have the necessary infrastructure and internal controls to carry out the transactions they
intend to perform, such as the operational, accounting and safety systems, offices, and the relevant
manuals, according to applicable provisions, and
V. That they are current in the payment of penalties imposed for failure to comply with this Law and
that are final, and in the compliance of any observations and corrective actions that, in the performance of
their duties, said Commission and the Bank of Mexico shall have instructed to them.
The National Banking and Securities Commission shall carry out any inspection visits it deems
necessary to verify compliance with any requirements established in subsections I to IV of this article. The
Commission shall consult with Bank of Mexico the compliance of any measures and penalties that it had
imposed on it, by exercising its duties.
The relevant institution shall register with the Public Registry of Commerce, for declarative purposes,
the authorization granted to it to start operations in terms of this article, no later than within thirty days
following notification of such authorization.
Article added OGF 06-13-2003. Amended OGF 02-01-2008
Article 46 Bis 1.- Credit institutions may agree with third parties, including other credit institutions or
financial entities, the provision of services that are necessary for their operation, as well as commission
agencies to carry out the transactions established in article 46 of this Law, as provided in the general
provisions issued by the National Banking and Securities Commission, upon previous agreement from its
Board of Governors.
The transactions performed by the commission agents shall be performed in the name and on behalf
of the credit institutions with which they enter the legal acts mentioned in the first paragraph of this article.
Furthermore, the legal instruments documenting the commission agency shall provide that credit
institutions are liable for the transactions that the commission agents may enter into on behalf of such
institutions, even in the event such transactions are performed in other terms than those established in
such legal instruments. The general provisions referred in the first paragraph of this article, must contain,
among others, the following elements:
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I.
The technical and operational guidelines that must be observed for the completion of such
transactions, and to safeguard the confidentiality of the information of the banking system users
and to provide that in the execution of such transactions the applicable legal provisions are
complied with;
II.
The qualifications of any individuals or entities that may be hired by the institutions as third parties
in terms of this article. In connection with the entities of the Federal or State Public Administration,
the rules may only include those expressly empowered by their law or regulations to provide the
relevant services or commission agencies;
III.
The requirements in connection with the operational and control processes that the institutions
must require from any third parties hired;
IV. The kind of transactions that may be performed through third parties being the National Banking
and Securities Commission the body authorized to indicate the kind of transactions that shall
require its previous authorization;
V.
Any services or commission agency agreements entered into under this article, which the
Commission determines are to be handed over to it by commercial banks, and the form,
conditions and terms of such handing over;
VI. Any applicable limitations to transactions that may be performed through third parties on account
of the institution, abiding at all times, in regards to those transactions established in subsections I
and II of article 46 of this Law, by the following provisions:
a)
Individual limitations, by kind of transaction and customer, that shall not exceed per each
commission agent, a daily amount equivalent in Mexican currency to 1,500 Investment Units,
for each kind of investment and account, in connection with cash withdrawals and payment of
checks, and the equivalent in Mexican currency to 4,000 Investment Units with regards to
cash deposits, and
b)
Added limitations, which shall not exceed for each commission agent, a monthly amount
equivalent to fifty percent of the total amount of the transactions performed in the period by
the relevant institution. The ceiling established in this subparagraph, shall be equal to sixtyfive percent, during the first eighteen months of operations with the commission agent. For
purposes of the foregoing, a corporate Group shall be understood as a single commission
agent, as provided in the definition contained in subsection V of article 22 Bis of this Law.
The performance of those transactions that may be carried out through third parties on account of
the institution, referred in subsections I and II of article 46 of this Law, shall be subject to the
authorization provided in subsection IV of this article.
The limitations set forth in this subsection shall not be applicable in the following cases:
i)
The third party is an entity of the Federal, State or Municipal Public Administration;
ii)
In the case of transactions related to subsection XXVI Bis of article 46 of this Law;
iii)
The third parties with whom agreements are entered into are credit institutions, securities
firms or popular savings and credit entities.
Paragraph amended OGF 06-25-2009
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VII. Policies and procedures which credit institutions must have, to supervise the performance of any
third parties who are hired, and compliance with their contractual duties, which must include the
obligation of such third parties to furnish the National Banking and Securities Commission, and
the external auditors of the institutions, at the request of such institutions, any records, data and
technical support in respect to the services provided to the institutions, and
VIII. Those operations and services that the institutions may not agree with third parties to be provided
to them in an exclusive basis.
The provisions of article 117 of this Law shall also be applicable to the third parties referred in this
article, as well as their representatives, head officers and employees, even in the event they cease to
work for or to provide services to, such third parties.
The National Banking and Securities Commission, upon having previously granted the right to be
heard to the credit institution, shall order the partial or full, temporary or final, suspension of services or
commission agencies by the relevant third party, whenever the provisions set forth in this article are not
complied with or when the operational continuity of the credit institution may be affected, or to protect the
interests of the public. The foregoing is to be applied unless the Commission shall approve a
regularization plan which meets the requirements established for such purpose, by the aforementioned
general provisions.
The National Banking and Securities Commission shall directly furnish credit institutions with the
information requirements and, as the case may be, the observations and corrective measures resulting
from the supervision carried out by it, by virtue of the activities that institutions perform through service
providers or commission agents according to the provisions of this article, to assure the continuity of the
services that such institutions provide to their customers, the integrity of the information and compliance
with the provisions of this Law. Likewise, the Commission shall be authorized, at all times, to carry out
supervision, inspection and surveillance acts in respect to the service providers or commission agents
hired by the institutions in terms of this article, and to carry out inspections to any third parties hired by the
credit institutions with respect to the activities agreed upon, or else, to order the institutions to carry out
audits to such third parties and said institutions are obliged to render a report to the Commission in such
regards.
The Commission shall specify the subject of the inspections or audits, which shall be limited to the
subject matter of the service hired and to compliance of the provisions of this Law and any other
provisions resulting therefrom. To such end, institutions shall establish in the agreements through which
the provision of these services or commission agencies are formalized, the express agreement of the third
party hired, stating that such party agrees to abide by this article.
The companies mentioned in article 88 of this Law, as well as the entities who are members of the
financial group to which the institution belongs, including the holding company and the subsidiaries of the
financial group itself shall not be subject to the provisions of this article. Regardless of the foregoing, such
companies shall be subject to any general provisions are applicable to them.
Article added OGF 02-01-2008
Article 46 Bis 2. - The hiring of the services or commission agencies established in article 46 Bis 1 of
this Law shall neither exempt credit institutions, nor their head officers, trust officers, employees and other
persons having an employment, position or commission in the institution, of the obligation to abide by the
provisions resulting from this legal statute and the general provisions arising therefrom.
The National Banking and Securities Commission may request the service providers or commission
agents set forth in article 46 Bis 1 above, through credit institutions, any information, including books,
records and documents, in regards to the services they provide to such institutions, and to carry out
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inspection visits and to decide the measures that credit institutions must observe in order to guarantee the
continuity of the services they provide to their customers, the integrity of the information and the
compliance of the provisions of this Law.
Article added OGF 02-01-2008
Article 46 Bis 3.- Whenever any credit institutions enter into transactions as a result of which, their
officers or employees or any individuals entrusted with a position, an agency or commission agency or
any other legal title which such institutions confer for the performance of activities of their own, may end
up as debtors, they shall abide by the following:
I. They may only enter into such transactions, in the event they correspond to fringe benefits granted
generally, or
II. In case of credits denominated in Mexican currency, documented in credit cards, for the acquisition
of durable goods or used for housing, provided that in any of the aforementioned cases they are executed
in the same terms and conditions as those established by the credit institution for the general public.
The limitation provided in this article, is also applicable to the transactions that credit institutions intend
to enter into, with the regular or alternate examiner or examiners of the institution itself, and the
independent external auditors.
Article added OGF 02-01-2008
Article 46 Bis 4.- Credit institutions may grant surety bonds or guaranties only when they cannot be
taken by the bonding companies due to their amount and with the prior authorization of the National
Banking and Securities Commission. The authorization issued by the Commission may only approve
security interests in certain amounts and, provided credit institutions evidence they demanded the
countersecurity in cash or in securities of the kind credit institutions may acquire according to this Law.
Article added OGF 02-01-2008
Article 46 Bis 5.- Credit institutions are also allowed to:
I. Grant collaterals on their properties in those cases authorized by the National Banking and Securities
Commission, provided such action contributes to the stability of the credit institutions or the banking
system.
II. Grant as collateral, including as pledges, securities pledge or guaranty trust, any cash, credit rights
in their favor or the instruments or securities of their portfolio, in transactions executed with the Bank of
Mexico, development banks, the Institute for the Protection of Bank Savings or public trusts constituted by
the Federal Government for economic promotion. The Bank of Mexico, through general provisions, may
authorize the granting of such collaterals in terms different to those mentioned before, provided it shall
establish to such end, among other aspects, the kind of transactions to be secured.
III. Pay in advance, in whole or in part, any obligations payable by such institutions resulting from any
cash bank deposits, loans or credits, when it is authorized by Bank of Mexico through general provisions,
that establish the requirements, and the terms and conditions according to which the corresponding
advance payments may apply.
IV. Pay in advance any repurchase transactions entered into with Bank of Mexico, credit institutions,
securities firms, and with any other individuals authorized by Bank of Mexico through general provisions,
that establish requirements according to which the advance payment of these transactions may be made.
Article added OGF 02-01-2008
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Article 46 Bis 6.- The orders, acts and transactions executed through foreign payment systems
concerning the execution, processing, compensation and liquidation in regards to transfers of funds
requested or made by, participating credit institutions to be executed through such payment systems
which, according to applicable substantive law in terms of the provisions ruling the relevant payment
system, are considered final, irrevocable, enforceable or opposable to third parties, shall have such nature
according to Mexican laws. The foregoing shall also be applicable to any act which, in terms of the internal
rules of such payment system, is executed in regards to said orders and funds transfer transactions.
For purposes of the foregoing paragraph, the conflict-of-law rules of the law regulating a foreign
payment system, which make the substantive laws of Mexico or of a third state applicable, shall not be
taken into account.
Any judicial or administrative resolution, including the seizure and any other enforcement actions, as
well as the ones resulting from the application of bankruptcy rules or procedures implying the liquidation or
dissolution of any institution participating in the aforementioned foreign payment systems, which are
aimed at prohibiting, suspending or otherwise restricting any payments or fund transfers that the
participating credit institutions make or instruct to be made, through the aforementioned systems, may
only be effective and, shall therefore be mandatory and enforceable, from the banking business day
following to the date it is notified to the relevant payments system manager.
As notices become effective on the next banking business day, following to the date when notice is
served according to applicable legal provisions, such notices shall neither prevent completion, through
such payment systems, of processing, compensation and liquidation of the orders entered, nor of
transactions executed in said payment systems before such notices become effective, nor shall the finality
of such notices be affected.
If any, the funds or properties received by the relevant participating institution, as consideration for
fulfillment of the corresponding transaction, shall become part of their estate to be used by the liquidator
or receiver, as the case may be, to pay the liabilities of the institution in the payments priority rank set forth
in article 122 Bis 24 of this Law.
The accounts that managers of foreign payment systems indicated in the first paragraph of this article
keep in the Bank of Mexico shall be unencumberable, in the same terms as those set forth in the second
paragraph of article 15 of the Payment Systems Law.
Notwithstanding the provisions of the aforementioned paragraphs, the creditors, the bankruptcy bodies
or any third party having any legal interest, may require from the participants of the payment systems,
through any applicable legal actions, the benefits, indemnities and liabilities that may apply according to
Law.
Article added OGF 02-01-2008
Article 47.- Development banks shall carry out, in addition to the transactions provided in article 46 of
this Law, those which are necessary for the adequate assistance to the relevant sector of the domestic
economy and the fulfillment of the duties and targets that are inherent to them, according to the modalities
and exceptions that, in regards to those established in this or other laws, are determined by their
organizational laws. In connection with recording and accounting systems of banking transactions, the
provisions of subparagraph VIII of article 37 of the Organizational Law of the Federal Public Administration
shall not apply.
Paragraph amended OGF 06-24-2002, 06-13-2003, 02-01-2008
The transactions established in subsections I and II of article 46 of this Law, shall be entered by the
development banks seeking to facilitate the beneficiaries of their activities the access to the banking and
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credit service and to promote among them, saving habits and the use of the services provided by the
Mexican Banking System, to prevent any disruptions in the fund raising system from the public.
Paragraph amended OGF 06-13-2003
Bank bonds issued by the development banks system shall bring about the development of capital
markets and institutional investment.
The Secretariat of Finance and Public Credit shall issue the guidelines and establish the measures and
mechanisms to enable a better use and the most adequate channeling of development banks funds,
considering financing coordinated plans among this kind of institutions, the secondary financial
institutions, the funds and the public trusts constituted by the Federal Government for economic
promotion, and the commercial banks.
Furthermore, development banks, when carrying out any transactions and providing the banking
services established in article 46 of this law, only as an exception granted by the Secretariat of Finance
and Public Credit, may hire the services of third parties or other credit institutions mentioned in article 46
Bis 1 of this Law.
Paragraph added OGF 02-01-2008
Article 48.- Interest rates, commissions, premiums, discounts, or other analogous concepts, amounts,
terms and any other elements of active, passive and service transactions, as well as gold, silver and
foreign currency transactions performed by credit institutions and any mandatory investment of their
current liabilities, shall be subject to the provisions of the Organizational Law of the Bank of Mexico, to
take care of monetary and credit regulation needs.
(The second paragraph is repealed).
Paragraph repealed OGF 12-23-1993
Credit institutions are obliged to exchange banknotes and metal coins in circulation, and to remove
from circulation any pieces that the Bank of Mexico indicates.
Paragraph added OGF 07-23-1993
Regardless of the penalties established in this Law, the Bank of Mexico may suspend operations with
any institutions which violate any provisions of this article.
Paragraph added OGF 07-23-1993
Article 48 Bis 1.- Whenever any customers of credit institutions hand them any assumed counterfeit
banknotes that may have been dispensed to them by any automatic teller machine or at the counter of
any of their branches, they shall proceed in the following manner:
I.
They shall provide the customer with a form of claim, where the customer shall write down his
name and address; the place, date and manner in which the pieces were dispensed to him, and
the features and number of such pieces. Besides, a photocopy of an official identification card of
the customer must be attached thereto.
II.
The relevant pieces shall be withheld, issuing the corresponding receipt to the customer and such
banknotes shall be sent to Bank of Mexico for it to render an expert’s opinion. The institutions
must provide the Bank of Mexico with the information it requests for such purpose.
III.
They shall verify, within a term of five banking business days that the transaction may have been
carried out as declared by the customer in the form of claim.
IV. In the event that the information provided by the customer and the result of the verification carried
out, lead to presume that the pieces in question were dispensed by automatic teller machines or
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at the counter of any of their branches, they shall deliver the customer the amount of the pieces
he submitted, provided these resulted from two different transactions at most. No more than two
pieces may be exchanged per each transaction to the same customer within a period of one year.
The exchange is not applicable when more than five banking business days have elapsed
between the date of the transaction and the presentation of the pieces before the relevant credit
institution.
V.
In the event the credit institution considers that the exchange of the pieces is not applicable, it
shall inform the customer in writing the reasons that lead to its refusal. In such case, the customer
is entitled to appear before the National Commission for the Protection and Defense of Users of
Financial Services Customers to enforce his rights.
Credit institutions that carry out the exchange of pieces according to the provisions herein shall
subrogate in all the rights resulting from such action.
The Bank of Mexico, officially or at the request of any interested party, may verify the compliance with
the provisions of this article or with any general provisions issued by it on storage, supply, exchange,
delivery and withdrawal of banknotes and metallic coins. In the event that by virtue of such verification the
Bank of Mexico detects any default whatsoever, it may penalize the corresponding institution with a fine of
up to one hundred thousand days of the minimum wages in force in the Federal District on the date of the
infringement. Previously to the imposition of any penalty, the Bank of Mexico must honor the right to be
heard of the credit institution involved.
The motion for reconsideration shall be available against the resolutions where the Bank of Mexico
imposes any penalty, according to the provisions of articles 64 and 65 of the Bank of Mexico Law, which
filing is mandatory to exhaust and must be filed within 15 banking business days following to the date
such resolutions are notified. As to the resolution issued on such means of defense, the provisions of the
last paragraph of article 65 of the Bank of Mexico Law shall apply. The enforcement of the resolutions on
fines shall be made in terms of articles 66 and 67 of the Bank of Mexico Law.
Article added OGF 06-15-2007
Article 48 Bis 2.- Credit institutions receiving bank cash deposits on demand from individuals, shall be
obliged to offer a a deposit payroll or savings banking basic product in the terms and conditions
determined by the Bank of Mexico through general provisions, considering that such accounts whose
monthly credits do not exceed the amount equivalent to one hundred and sixty five daily minimum wage in
effect in the Federal District, are exempted from any opening, withdrawals and consultations fees or from
any other concept in the institution that has the account. Besides, credit institutions are obliged to offer a
product with the same characteristics to the general public.
The Bank of Mexico shall consider the opinion that obliged credit institutions submit to its consideration
in respect to the design and offerings to the public of the product set forth in the preceding paragraph.
Credit institutions extending to individuals any credit lines in current accounts related to credit cards
shall be obliged to keep available for their customers, who are eligible as borrowers, a basic credit card
product which purpose shall be only the acquisition of goods or services, with the following characteristics:
I. Their credit limit shall be of up to two hundred times the daily minimum general wage in force in the
Federal District;
II. They shall be free of annual fee or any other kind of fee; and
III. The institutions shall not be obliged to incorporate additional features to the credit line of such basic
product.
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Article added OGF 06-15-2007. Amended OGF 05-25-2010
Article 48 Bis 3.- The payment of interest in regard to any credits, loans or financings that credit
institutions grant, may not be required in advance but only for overdue periods, besides abiding by
applicable commercial laws. The Bank of Mexico through general provisions shall determine the amounts
of the credits, loans and financings to which this article shall apply; the foregoing shall be disclosed by
credit institutions to their customers at the time they agree on the terms of the credit.
Article added OGF 06-15-2007
Article 48 Bis 4.- Credit Institutions shall keep in their website on the worldwide net "Internet", any
information in respect to the amount of fees charged for the services they offer to the public related to the
use of debit cards, credit cards, checks and fund transfer orders. Likewise, their branches shall display the
aforementioned information on boards, lists and brochures in an evident manner, and also allow such
information to be obtained through any electronic means located in such branches, so that anyone
requesting said information can consult it for free.
To guarantee the protection of the interests of the public, the determination of fees and charges for the
services provided by credit institutions, shall be subject to the provisions of the Transparency and
Financial Services Arrangement Law.
Article added OGF 06-15-2007
Article 48 Bis 5.- Credit institutions are obliged to carry out any applicable actions so that their
customers may terminate any adhesion contracts entered into with said institutions in regards to active
and passive transactions, by means of a written communication expressing their intent to terminate the
legal relationship existing with said institution. The customers may carry out such transactions at any time
with any other credit institution.
For purposes of the provisions of this article, in connection with passive transactions that are not due
and payable, the cancelation request shall become effective upon their maturity.
In connection with the discharge of active transactions, the receiving institution, once the relevant debt
has been covered, shall be the creditor of the customer in the corresponding amount.
The National Protection and Defense of Users of Financial Services Commission shall establish
through general provisions, the requirements and procedures to carry out the termination process of
transactions, and the liquidation and cancellation procedures by the receiving institution. Such
Commission shall take care of the claims arisen from the application of this article in terms of the
Protection and Defense of Users of Financial Services Law.
Article added OGF 06-25-2009
Article 49.- Credit institutions shall receive the requests of their customers to terminate the adhesion
contracts they entered into, and, as the case may be, liquidate any pending active or passive transactions,
in terms of applicable legal provisions, at any branch or at the offices of the corresponding credit
institution, when such institution lacks branches providing customer service.
The customer, provided he has so agreed with the credit institution, may submit the aforementioned
statement through any equipment, electronic or optic means or any other technology, automatized
systems for data processing and telecommunication networks, either public or private.
The Customers of credit institutions may make the requests provided in this article through other credit
institution that shall act as receiving party of the relevant transactions, in which case it may carry out any
procedures to cancel the aforementioned agreements and, as the case may be, to liquidate any
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transactions, under its responsibility and without charging any fee for such arrangements. For purposes of
the provisions of this paragraph the receiving institution shall receive the written requests at the branch.
The National Protection and Defense of Users of Financial Services Commission, shall establish
through general provisions, the requirements and procedures to carry out the provisions of the preceding
paragraph.
Article repealed OGF 06-04-2001. Added OGF 01-28-2004. Amended OGF 07-18-2006. Repealed OGF 06-15-2007.
Added OGF 05-25-2010
Article 50.- Credit institutions shall keep a net capital in connection with market, credit and other risks
incurred by them during their operation, that may not be lower than the amount resulting from adding the
capital requirements for each kind of risk, in terms of the general provisions established by the National
Banking and Securities Commission with the approval of its Board of Governors, for commercial banks, on
the one part, and for development banks, on the other.
Paragraph amended OGF 02-01-2008
The net capital’s basic and complementary portions shall be determined as provided by the
Commission itself in the aforementioned provisions that must safeguard the solvency and financial
stability of the credit institutions and protect the interests of the public.
Paragraph amended OGF 02-01-2008
In the exercise of its duties and when issuing the general provisions set forth in this article, the National
Banking and Securities Commission shall hear the opinion of the Bank of Mexico, and take into
consideration the international banking practices in regards to applicable capitalization of credit
institutions, as it shall determine the classifications of the assets, the transactions causing contingent
liabilities and other transactions, by reason of their risk, determining the weighting rates that may
correspond to the various groups of assets and transactions resulting from the aforementioned
classifications.
Paragraph amended OGF 02-01-2008
The National Banking and Securities Commission, in the general provisions established in the first
paragraph of this article, shall determine the procedure for the calculation of the capitalization index
applicable to credit institutions.
Paragraph added OGF 07-06-2006. Amended OGF 02-01-2008
When the National Banking and Securities Commission, by virtue of its supervision duties, requests
any credit institution to make adjustments to its accounting records in respect to their active and passive
transactions that, in turn, may result in modifications to their capitalization index, the Commission shall
carry out any necessary actions to make the calculation of such index in accordance with this article and
any applicable provisions, in which case it shall first hear the affected commercial bank.
Paragraph added OGF 07-06-2006
It shall be necessary to obtain the previous resolution from the Board of Governors of the National
Banking and Securities Commission, which shall consider the elements provided by the relevant
institution, so as to request such institution to make the adjustments mentioned in the preceding
paragraph that, as a result thereof, causes such institution to register a capitalization index below the
minimum required under applicable legal provisions.
Paragraph added OGF 07-06-2006
The capitalization index that, in terms of this article, arises from the adjustments required by the
National Banking and Securities Commission shall be the one used for all applicable legal purposes.
Paragraph added OGF 07-06-2006
Article amended OGF 06-04-2001
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Article 51.- Credit institutions shall diversify risks when they perform their transactions. The National
Banking and Securities Commission with the agreement of its Board of Governors shall determine through
general rules:
Paragraph amended OGF 06-04-2001, 06-24-2002
I.
The maximum percentage of the liabilities on the account of one institution corresponding to direct
or contingent liabilities in favor of the same person, entity or group of persons that according to
the same rules must be considered for such purposes, as a single creditor, and
II.
The maximum limits of the amount of the direct and contingent liabilities including investments in
securities representing capital stock, of one single person, entity or group of persons that due to
their property or responsibility links, constitute common risks for a credit institution.
In addition to the limits set forth in subsections I and II above, the aforementioned rules may refer to
limits by entities or market segments representing a concentration of credit, market and even operational
risk. In the latter case, maximum limits may also be established for any transactions executed with one or
more persons comprising one consortium or corporate group, and which imply the acquisition or the right
to the use or enjoyment of goods or services of any kind, under any legal title, even by reason of trust
operations.
Paragraph amended OGF 02-01-2008
For purposes of this article, control, consortium and corporate group shall be understood as it is
provided in article 22 Bis of this Law.
Paragraph added OGF 02-01-2008
Article 52.- Credit institutions may agree on the execution of their transactions and the provision of
services with the public through the use of equipment, electronic and optic means or of any other
technology, data processing automatized systems and telecommunication networks, either private or
public, and they shall establish in the relevant agreements the basis to determine the following:
I. The transactions and services which provision is being agreed;
II. The identification means of the user and the liabilities pertaining to their use, and
III. The means through which the creation, transfer, modification or expiration of rights and obligations
inherent to the corresponding transactions and services is evidenced.
Whenever the institutions may so agree with their clientele, they may suspend or cancel the procedure
of transactions that the abovementioned intends to carry out through the use of equipment or means
established in the first paragraph of this article, provided they have the necessary elements to assume
that the identification means agreed upon for such purpose, have been misused. The foregoing shall also
be applicable when the institutions detect any error in the relevant instruction.
Likewise, the institutions may agree with their clientele that, when such customers have received funds
through any equipment or means indicated in the preceding paragraph and the institutions have sufficient
elements to assume that the identification means agreed upon for such purposes have been misused,
they may restrict for up to fifteen business days the availability of such funds, in order to carry out the
necessary investigations and consultations with other credit institutions related to the transaction in
question. The credit institution may extend the aforementioned term for up to ten additional business days,
provided the competent authority has been informed of the probable illegal actions committed by virtue of
the respective transaction.
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Notwithstanding the provisions of the aforementioned paragraph, when the institutions have so agreed
with their clientele, in any cases in which, as a result of the aforementioned investigations, they have
evidence as to the relevant account having been opened by false information or documents, or else, that
the identification means agreed for the completion of the transaction in question were misused, such
institutions may, at their own responsibility, charge the relevant amount in order to credit it in the account
from which such funds came from.
The institutions that due to an error, have credited funds in any of the accounts of their clientele may
charge the relevant amount to the corresponding account in order to correct the error, provided they have
so agreed with such clientele.
In the cases set forth in the four preceding paragraphs, the institutions shall notify the relevant
customer on the performance of any of the actions that they have executed in terms of the provisions of
such paragraphs.
The use of the identification means that are established pursuant to the provisions of this article, in
substitution of the autographic signature, shall render the same effects that the laws recognize to the
corresponding documents and, therefore they shall have the same proving value.
The installation and use of the equipment and means set forth in the first paragraph of this article shall
abide by the general rules issued by the National Banking and Securities Commission, regardless of the
powers of Bank of Mexico to regulate the transactions executed by credit institutions related to the
payment systems and to the transfer of funds in terms of its law.
Credit institutions may exchange information in terms of the general provisions referred to in article 115
of this Law, in order to strengthen the measures to avert and to detect actions, inactions or transactions
that might favor, aid, assist or cooperate in any manner whatsoever in the commission of crimes against
their clientele or the institution itself.
The exchange of information provided in the preceding paragraph shall not result in any infringement
of the provisions set forth in article 117 of this Law.
Article amended OGF 06-04-2001, 02-01-2008
Article 53.- The transactions with securities executed by credit institutions acting on their own shall be
performed as provided in this Law and in the Securities Market Law, and they shall be subject to the
inspection and surveillance of the National Securities Commission in coordination with the National
Banking Commission.
When the transactions set forth in the preceding paragraph, are executed with securities registered in
the National Registry of Securities and Intermediaries, they shall be executed with the intermediation of
brokerage firms, except in the following cases:
I. Those executed with securities issued, accepted or secured, by credit institutions;
II. Those determined by the Bank of Mexico, due to credit or exchange policies, through general rules,
and
III. Those excepted by the Secretariat of Finance and Public Credit, provided they are carried in order
to:
a) Finance newly created companies or for the expansion of those already existing;
b) Transfer important proportions of the capital stock of companies, and
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c) Other purposes to which the ordinary market mechanisms fail to adapt.
The Secretariat of Finance and Public Credit, in order to decide on the exceptions established in this
article, shall hear the opinion of the Bank of Mexico, and of the National Banking Commission or the
National Securities Commission, according to the field of their corresponding duties.
Article 54.- The repurchase agreements over securities entered by credit institutions shall be subject
to the provisions applicable to that kind of transactions, and to the following:
Paragraph amended OGF 07-23-1993
I. They shall be formalized, including any extensions thereto, as determined by Bank of Mexico through
general rules, there being no necessary for such repurchase agreements to be recorded in writing;
Paragraph amended OGF 07-23-1993
II. In the event that the term of the repurchase agreement expires on a non-business day, it shall be
understood as extended to the next business day;
III. The term of the repurchase agreement and, as the case may be, any extension thereto may be
freely agreed by the parties, without exceeding the terms established for such purpose by the Bank of
Mexico, through the rules mentioned in subsection I above, and
Paragraph amended OGF 07-23-1993
IV. Except agreement to the contrary, in the event that on the day the repurchase agreement is to be
paid, the seller of securities fails to discharge the transaction or this is not extended, it shall be considered
deserted and the purchaser of securities may demand forthwith the seller of securities the payment of any
differences resulting against the same.
Article 55.- Any investment charged to the basic portion of the net capital of the institution set forth in
article 50 of this Law, shall be subject to the following limits:
I. Investments in furniture and equipment, in real estate or interests in property other than those
pertaining to a collateral, plus the amount of investments in the capital stock of the companies set forth in
article 88 of this Law, shall not exceed sixty percent of the basic portion of the aforementioned net capital
of the institution;
II. The amount of the fittings and improvements to furniture and buildings may not exceed ten percent
of the basic portion of the institution’s own net capital. The National Banking and Securities Commission
may temporarily increase in individual cases this percentage, and the one established in the subsection
above, when in its judgment the resulting amount is not sufficient for the indicated purpose, and
III. The total amount of investments in the capital stock of companies set forth in article 89 of this Law
may not exceed the lowest of the following amounts:
a) The equivalent to fifty percent of the basic portion of the net capital of the institution, or
b) The surplus of the basic portion of the net capital of institution over the minimum capital stock.
The aggregate of the investments referred to in subsections I and II of this article, the amount of the
transactions exceeding the limits established for the investment of its liabilities, and the estimated value of
the properties, rights and titles they receive in payment of debts or as a result of an adjudication in auction
within any legal processes related to credits in their favor, may not exceed the basic portion of the net
capital stock of the institution, set forth in article 50 of this Law.
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Likewise, the credit institutions that receives properties, rights and titles in payment of debts or as a
result of adjudications in auction within the legal processes related to any credits in their favor, that they
may not maintain in their assets, shall make the corresponding accounting entry and the maximum value
estimate that the Commission itself provides for these premises based on the provisions of articles 99 and
102 of this Law.
Article amended OGF 02-01-2008
Article 55 bis.- Each development bank, shall constitute a trust with the same institution, as an
exception to the provisions of the penultimate paragraph of article 383 of the Credit Instruments and
Operations General Law and article 106, subsection XIX, subparagraph a), of this Law, through
contributions calculated over the unpaid balances of the funds raised on their own account through any
actions causing direct liabilities, either through the investing public, over the counter or any other raising
means addressed to the general public, that shall have the purpose of providing support to the institutions
aimed at strengthening their capital stock.
The rate per thousand over which the trust contributions are to be calculated, shall be determined by
the National Banking and Securities Commission. The quotas may be differential depending on the
particular case of each development bank. The Secretariat of Finance and Public Credit shall issue the
general rules to which the aforementioned trusts shall be subject.
Article added OGF 06-04-2002
Article 55 Bis 1.- Development banks and public trusts for economic promotion shall send the Federal
Executive, through the Secretariat of Finance and Public Credit, and the latter in turn to the Congress of
the Union, together with the reports on the economic conditions, public finance and public debt and during
the recesses of the latter to the Permanent Commission, the following:
Paragraph amended OGF 05-06-2009
I.
In the report from January to March of each year, an exposition on the credit, of security interests,
subsidy transfers and tax funds transfers programs, and those expenses that may be the subject
matter of subsidies or tax funds transfers during the relevant fiscal year, sustained on the facts
occurred in the preceding fiscal year with the best information available, indicating the policies and
criteria pursuant to which they will carry out their operations in order to cooperate in the
compliance of the National Development Plan, and a report on their current expenditure and
investment budget, corresponding to the current fiscal year. This report shall also contain an
account of any contingencies resulting from the security interests granted by the corresponding
development bank or public trust for economic promotion and the Federal Government, and the
labor contingencies they may face, covered by a survey made by a prestigious rating company,
on the previous fiscal year; furthermore, the report must include indicators measuring the services
provided to the sectors established in their respective organizational laws or charters of
incorporation, as provided in the guidelines issued for such purpose by the Secretariat of Finance
and Public Credit.
Paragraph amended OGF 05-06-2009
II.
Within one hundred and twenty days following the closing of each fiscal year, the development
banks shall issue an annual report on the compliance of the annual programs of the aforesaid
fiscal year and in general, on the current and investment expenditure, and the activities of these
during said fiscal year. Furthermore, such report shall include the report or reports prepared by
the National Banking and Securities Commission, sent by the Secretariat of Finance and Public
Credit, in respect to the financial condition and the risk level of each one of the development
banks, and
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III.
Last Amendment OGF 05-25-2010
In the report from July to September of each year, a report on the compliance of the annual
program of the relevant development bank, during the first semester of the corresponding fiscal
year.
Further, each development bank shall publish on a quarterly basis, in two newspapers of broad
circulation throughout the country, the prevailing condition of their properties, and the most representative
indicators of their financial and administrative condition.
Article added OGF 06-24-2002
Article 55 Bis 2.- The Secretariat of Finance and Public Credit must publish on an annual basis two
surveys performed to development banks or public trusts for economic promotion, in order to assess that:
I.
They promote the financing of the sectors defined by their organizational laws and charters of
incorporation, that private financial intermediaries do not take care of;
II.
They have available mechanisms to channel to private financial intermediaries anyone who may
already be credit worthy by these intermediaries, and
III.
They harmonize actions with other entities of the public sector in order to make a more effective
use of the funds.
When making such surveys at least two domestic prestigious academic institutions must participate.
Their results shall be disclosed to the Finance and Public Credit Commissions of both Chambers of the
Congress of the Union no later than in the month of April following the fiscal year assessed.
Article added OGF 05-06-2009
CHAPTER II
On Passive Transactions
Article 56.- The titleholder of the transactions set forth in subsections I and II of article 46 of this Law,
as well as of the instruments or securities bank deposits for management purposes against credit
institutions, must appoint beneficiaries and may replace them at any time, and modify, as the case may
be, the proportion corresponding to each one of them.
In case of death of the titleholder, the credit institution shall deliver the corresponding amount to the
persons appointed, expressly and in writing by such titleholder, as beneficiaries, in the proportion
established for each of them.
In absence of beneficiaries, the amount shall be delivered as provided in civil law.
Article amended OGF 03-23-2009
Article 57.- The clientele of credit institutions having deposit or investment accounts of the kind
established in subsections I and II of article 46 of this Law may authorize third parties to make cash
withdrawals against such accounts. To that end, the institutions must have the prior authorization of the
account holder or holders.
Likewise, customers of credit institutions may pay goods and services by direct debit in the deposit
accounts stated in subparagraphs a) and c) of subsection I of article 46 of this Law. The customers may
authorize charges directly to the credit institution or to the suppliers of goods and services.
Credit institutions may charge to the aforementioned accounts the corresponding amounts provided
that:
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I. They have the authorization of the relevant account holder or holders, or
II. The holder or holders of the account authorize the charges through the supplier and the latter,
through the credit institution offering the respective collection service, instructs the credit institution that
maintains the corresponding deposit to make the charges. In this case, the authorization may remain in
the possession of the supplier.
The holder of the deposit account desiring to object a charge of the kind set forth in the second
paragraph of this article shall follow the procedure and meet the requirements established for such
purposes by Bank of Mexico through general provisions.
In the cases and in the terms established in the preceding paragraph, when the same institution carries
both, the accounts of the depositor who objected the charge and the ones of the supplier, it shall add in
the account of the former one, the total amount of the objected charge and thereafter, it may charge such
amount to the account it keeps for the supplier. When the aforementioned accounts are kept by different
credit institutions, the institution that keeps the supplier’s account must return the corresponding funds to
the institution keeping the depositor’s account so that it restores to the latter and, thereafter, the institution
keeping the supplier’s account shall charge the corresponding amount to such account.
Previously to rendering any bill payment services as established hereunder, credit institutions must
agree with the suppliers the procedure to make the charges mentioned in the preceding paragraph.
At any time, the depositor may request the cancellation of the bill payment service to the credit
institution keeping the account, regardless of whoever keeps the authorization for the corresponding
charges. Said cancellation shall become effective within the term indicated by Bank of Mexico in the
general provisions set forth in this article, which may not exceed a ten-business banking day term
following the one in which the credit institution receives it, hence from such date it shall reject any new
charge in favor of the supplier.
Any authorizations, instructions and communications established in this article may be carried out in
writing with the autograph signature or through electronic, optic or other means or similar technologies
previously agreed by the parties.
Article amended OGF 06-04-2001, 02-01-2008
Article 58.- The general conditions established in regards to any deposits payable on demand,
withdrawable on pre-established days and savings deposits, may be amended by the institution according
to applicable provisions, upon a thirty-day previous written notice, through releases in newspapers of
broad circulation. In connection with increases to the amount of fees, as well as any new fees intended to
be collected, the provisions of the Transparency and Financial Services Arrangement Law shall apply.
Paragraph amended OGF 02-01-2008
When the requirements for the remittance of the authorized statement of the amounts added and
charged to the account, which must be specified in the general conditions for the deposits payable on
demand and subject to withdrawal on pre-established days, the entries appearing in the accounting books
of the institution shall be sufficient proof, unless otherwise evidenced, in the relevant legal process.
Article 59.- Saving deposits are bank deposits of capitalizing interest. They shall be evidenced with
the entries on the special bankbook that depository institutions must provide to their depositors for free.
The bankbooks shall contain all data setting forth the relevant terms and conditions and they shall
constitute an executory instrument against the depository institution, which shall not require any
acknowledgement of signatures or any other previous requirement whatsoever.
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Last Amendment OGF 05-25-2010
Savings accounts may be opened in favor of children, notwithstanding that, on grounds of civil law
minors may make other cash bank deposits. In all cases, funds withdrawals may only be made by the
representatives of the holder.
Paragraph amended OGF 02-01-2008
Article 60.- Amounts that have been deposited for at least one year in a savings account shall not be
subject to attachment for up to an amount equal to the one which is largest from the ceilings set forth in
article 56 of this Law.
The provisions of this article shall only be applicable to any amounts corresponding to one account per
person; regardless of the fact that one single person has several savings accounts with one or several
institutions.
Institutions shall not incur in liability for complying with any attachment or attachment release orders
issued by the relevant court or administrative authorities.
Paragraph added OGF 02-01-2008
Article 61.- The principal and interests of fund raising instruments lacking an expiration date, or which
despite having an expiration date are renewed automatically, as well as the expired and unclaimed
transfers or investments, that over a three-year term have not had any movements resulting from any
deposits or withdrawals and, after the customer has been given a ninety-day written notice at his
registered address shown in the relevant file, shall be credited to a global account to be kept by each
institution for such purposes. In regards to the foregoing, collections of fees carried out by credit
institutions shall not be considered as movements.
From the moment the fund raising banking instruments fall in the cases set forth in this article and are
transferred to the global account, the institutions cannot charge any fees on them. The funds contributed
to such account may only generate monthly interest equivalent to the increase of the National Consumers
Price Index rate on the corresponding period.
When the depositor or investor appears at the bank to make a deposit or withdrawal or to claim the
transfer or investment, the institution must withdraw from the global account the total amount, in order to
add such amount to the corresponding account or to deliver it to him.
The rights resulting from deposits and investments and their interest as established herein, that have
no movement during a period of three years from the date they are deposited in the global account, which
amount does not exceed, per account, an amount equivalent to three hundred days of the minimum
general wage in force in the Federal District, shall pass over to the property of the public welfare. The
institutions are obliged to transfer the corresponding funds to the public welfare within a maximum term of
fifteen days as of December 31st of the year when the event set forth in this paragraph occurs.
The institutions are obliged to notify the National Banking and Securities Commission on the
compliance of this article within the first two months of every year.
Article amended OGF 02-01-2008
Article 62.-Term deposits may be represented by certificates that will be negotiable instruments and
they shall bear an executory action in regards to the issuer, upon previous payment requirement made
with a certifying public officer. They shall contain: the inscription stating they are cash bank deposit
certificates, the place and date of their subscription, the name and signature of the issuer, the amount
deposited, the type of interest agreed upon, the interest payment regime, the term to withdraw the deposit
and the single payment place.
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Last Amendment OGF 05-25-2010
Article 63. - The bank bonds and their coupons shall be negotiable instruments to be paid by the
issuing institution and they shall bear an executory action in regards to the issuer, upon previous payment
requirement made with a certifying public officer. They shall be issued in series by virtue of unilateral
declaration of intent of said institution, which shall be evidenced before the National Banking Commission
in the terms this may instruct and shall contain:
I. The inscription stating they are bank bonds and instruments payable to bearer;
II. The expression of the place and date of their subscription;
III. The name and signature of the issuer;
IV. The amount of the issue, specifying the number and the face value of each bond;
V. The type of interest they may accrue, as the case may be;
VI. The terms for the payment of interests and principal;
VII. The conditions and the forms of redemption;
VIII. The place for the only payment, and
IX. The periods or terms and conditions of the indenture.
They may have coupons attached for the payment of interests and, as the case may be, receipts for
partial redemptions. The certificates may cover one or more bonds. The issuing institutions shall be
authorized to redeem the bonds in advance, provided that the indenture, any propaganda or publicity
addressed to the public and the certificates issued, clearly describe the terms, dates and conditions for the
advanced payment.
Paragraph amended OGF 06-04-2001
Any amendment to the payment terms, dates and conditions shall be carried out with the favorable
resolution of three fourths, both, of the board of directors of the relevant institution, and of the holders of
the relevant certificates. The call for the corresponding meeting shall contain all the issues to be
discussed at the meeting, including any amendment to the indenture and it shall be published in the
Official Gazette of the Federation and in any newspaper of broad domestic circulation at least fifteen
days in advance to the date in which the meeting is scheduled to be held.
Paragraph added OGF 06-04-2001
The issuer shall keep the bonds under custody with any of the securities depository institutions
regulated by the Securities Market Law, handing over to the holders of the same, a proof of their holdings.
Paragraph amended OGF 06-04-2001
Article 64. - The subordinated debentures and their coupons shall be negotiable instruments with the
same requirements and characteristics that the bank bonds, except for those provided in this article. The
subordinated debentures may be non-convertible into shares; of voluntary conversion into shares and of
mandatory conversion into shares. Furthermore, the subordinated debentures according to their priority
may be preferable or non-preferable.
Paragraph amended OGF 06-04-2001
In the event of liquidation or bankruptcy proceeding of the issuer, the payment of any preferable
subordinated debentures shall be made on a pro-rata basis, without regard to their dates of issuance,
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Last Amendment OGF 05-25-2010
after covering any other debts of the institution, but before allocating the corporate equity to the holders of
shares or capital contribution certificates, as the case may be. The non-preferable subordinated
debentures shall be paid in the same terms as the ones set forth in this paragraph, but after having paid
the preferable subordinated debentures.
Paragraph amended OGF 06-04-2001
The issuing institution may defer the payment of interest and principal, cancel the payment of interest
or convert the subordinated debentures in advance.
Paragraph added OGF 06-04-2001
In the relevant indenture, in the informative prospectus, in any other type of advertisement and in the
instruments issued shall be evidenced in a notorious manner, the provisions of the preceding paragraphs.
Paragraph added OGF 06-04-2001
These instruments may be issued in Mexican or foreign currency, through a unilateral declaration of
intent of the issuer, which shall be evidenced to the National Banking and Securities Commission, with the
prior authorization granted by Bank of Mexico. To such end, the requests of authorization shall be
submitted in writing before the aforementioned bank, attaching the relevant draft of indenture and pointing
out the conditions under which they intend to place such instruments. Furthermore, the credit institutions,
in addition to complying with the requirements established in article 63 of this legal statute, shall require
the authorization of Bank of Mexico to pay in advance the subordinated debentures they issue.
Paragraph amended OGF 06-04-2001
The indenture may contain the appointment of a common representative of all debenture holders, in
which case, its rights and obligations must be indicated therein, as well as the terms and conditions of
its/emoval and of the appointment of a new representative. The provisions of the Credit Instruments and
Operations General Law for the common representatives of debenture holders shall not apply to these
representatives.
The investment of the liabilities raised through the placing of subordinated debentures, shall be made
in accordance with the provisions that Bank of Mexico issues to such effect, as the case may be. Such
funds may not be invested in the assets established in subsections I, II and III of article 55 of this Law,
except those derived from the placement of subordinated debentures of mandatory conversion into
shares.
Paragraph amended OGF 06-04-2001
Article 64 Bis. - The National Banking and Securities Commission may determine through general
provisions, rules for the organization and investment regime of pensions or retirement systems that are
established for the personnel of the credit institutions, in a complementary manner to the ones
contemplated in the social security laws.
Article added OGF 0
Article added OGF 06-04-2001
CHAPTER III
On Active Transactions
Article 65.- For the granting of credits, credit institutions shall estimate the payment viability of such
credits by borrowers or counterparties, relying for such purpose on an analysis of quantitative and
qualitative information, that allows to establish their credit solvency and payment capacity within the
established term of the credit. The foregoing shall be observed notwithstanding the monetary value of the
collateral that had been offered.
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Last Amendment OGF 05-25-2010
Likewise, the amendments to the credit agreements agreed upon by the institutions and their
borrowers, as it fits their respective interests, shall be based on a payment viability analysis, based on
quantitative and qualitative information, in terms of the preceding paragraph.
When adverse financial circumstances occur or are assumed or are different to those considered at the
time of the original analysis, which prevent the borrower from complying with his obligations in a timely
and proper manner, or when the recuperation viability improves, credit institutions shall rely on
quantitative and qualitative analyses that reflect an improvement on the possibilities for credit
recuperation, to sustain the restructuration viability agreed upon. In these cases, the credit institutions
shall carry out the necessary actions in order to obtain partial payments or additional collateral to those
originally contracted. If in the restructuring, besides the modification to the original conditions, additional
funds are required, a study shall be made that supports the payment viability of the aggregated debt under
the new conditions.
In all cases there must be evidence that the credit procedures complied with the policies and
guidelines that the relevant credit institution would have established in the manuals regulating its credit
process. In such policies and guidelines the procedures regarding credit and unlisted financial derivatives
transactions shall be included, as well as those applicable to the counterparties.
For the adequate observance of the provisions set forth in this article, credit institutions shall abide by
the provisions of prudential nature that the National Banking and Securities Commission issues, on the
subject of credit and risk management, in order to pursue solvency of credit institutions and to protect the
interests of the public.
The National Banking and Securities Commission shall oversee that the credit institutions duly comply
with the provisions of this article.
Article amended OGF 01-19-1999, 02-01-2008
Article 66.-Fixed assets loan and working capital loan agreements, entered into by credit institutions,
shall abide by the provisions of the Law of Credit Instruments and Operations, and the following basis:
I.
They shall be contained, as it is convenient to the parties thereto regardless of their amount, in a
document granted before a certified commercial notary public, either in a public deed or in a
private instrument, which in the latter case shall be signed in triplicate before two witnesses and it
shall be ratified before a notary public, certified commercial notary public, trial judge acting as
notary public, or before the registrar of the relevant Public Registry;
II.
Without fulfilling any more formalities than those set forth in the preceding subsection, collateral
on personal or real property may be granted, in addition to the one constituting the collateral
characteristic of such credits, or on farming, livestock or other primary activities business,
industrial, commercial or service units, having the characteristics mentioned in the following
article;
Subsection amended OGF 06-13-2003
III.
The properties on which the pledge is created if applicable may remain in possession of the
debtor in terms of article 329 of the Law of Credit Instruments and Operations;
IV. The debtor may use and have the availability of the pledge in his possession, as it is provided in
the agreement, and
V.
Only in those cases the National Banking and Securities Commission authorizes the credit
institution to such effect, may the portion of the fixed asset loans allocated to cover the liabilities
set forth in the second paragraph of article 323 of the Law of Credit Instruments and Operations,
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exceed fifty percent, provided that the fulfillment of the requirements set forth in article 65 of this
Law is evidenced.
Subsection amended OGF 02-01-2008
Article 67.- Any mortgage created in favor of credit institutions on the entire farming, livestock or other
primary activities business, industrial, commercial or service units, must include the respective concession
or authorization, if applicable; all material elements, personal property or real estate subject to
exploitation, considered in the aggregate. They may also include, cash on hand from the current
exploitation and any credits in favor of the business enterprise arising from their operations, regardless of
the right to their availability and to replace the same during the normal course of operations, without the
need of obtaining the creditor’s consent, unless otherwise agreed.
Paragraph amended OGF 06-13-2003
Credit institutions acting as creditors in the mortgage agreements provided in this article, shall allow
the exploitation of the properties encumbered according to their corresponding intended use, and in the
case of properties subject to a public service concession, such institutions shall allow the alterations or
modifications that are necessary for the better provision of the relevant public service. However, creditor
banking institutions may oppose to the sale or to the disposition of part of the properties and to the merger
with other companies, in the event that the security of the mortgage loans would thereby be jeopardize.
Mortgages established in this article must be registered in the Public Registry of Property of the place
or places where the property is located.
The provisions of article 214 of the Law of Credit Instruments and Operations shall apply to everything
related to the mortgages hereunder.
Article 68.- The agreements or the commercial notary publics’ deeds in which, if applicable, the credits
granted by the credit institutions are recorded, together with the statements of account certified by the
accountant authorized by the creditor banking institution, shall be executory instruments, there being no
need to acknowledge signatures or any other requirement.
The statement of account certified by the accountant provided in this article shall be sufficient proof,
except in the presence of evidence to the contrary, in the respective legal proceedings for the
determination of the resulting balances payable by the borrowers or debtors.
Paragraph amended OGF 06-13-2003
The aforementioned certified statement of account shall contain the name of the borrower; date of the
agreement; notary public and number of public instrument, if applicable; amount of the credit granted;
capital disposed of; date up to which the debt was calculated; capital and other payment obligations
overdue on the cutoff date; the subsequent dispositions of the credit, if any; ordinary interest rates applied
to each period; payments made on interest, specifying the interest rates applied and the amortizations of
capital carried out; past-due interest applied and past-due interest rate applicable.
Paragraph added OGF 06-13-2003
Article 69.-The pledge on properties and securities shall be created as provided in the Law of Credit
Instruments and Operations, it being sufficient for that purpose that in the relevant credit document the
necessary data is expressed in order to identify the property granted as collateral.
In any advance on instruments or securities, of a pledge thereon, on their products and goods, credit
institutions may carry out the sale of the instruments, properties or goods, in the cases established under
the aforementioned Law by means of a commercial notary public or of two local merchants, retaining in its
possession the part of the price covering the debtor’s obligations, which may be applied against his credit
and, making available to the debtor any remainder available.
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The provisions of the first paragraph of this article shall not apply to pledges granted by virtue of loans
extended by credit institutions for the acquisition of durable goods; such pledge may be created by
handing over to the creditor the invoice showing proof of ownership on the purchased item, and by making
the relevant notation therein. The property shall remain in the possession of the debtor, acting as
depositary; such capacity may not be revoked as long as the debtor is complying with the terms of the
loan agreement.
Article 70.- When credit institutions take as pledge credits registered in accounting books, it shall be
sufficient that it be recorded in the relevant agreement, in terms of in the preceding article, that the credits
on which a pledge is created have been specified in the relevant notes or accounts, and that such
notations have been transcribed by the creditor banking institution in successive entries in chronological
order in a special book in which the date of registration shall be stated, from which date the pledge shall
be deemed to have been created.
The debtor shall be considered as the creditor’s agent for the collection of the credits, and shall have
the civil and criminal obligations and liabilities pertaining to agents.
Article 71.- Credit institutions, upon issuing the letters of credit provided in subsections VIII and XIV of
article 46 of this Law, shall comply with the provisions set forth in this article and, in a suppletory manner,
with the uses and practices expressly stated by the parties in each of such letters, without the provisions
of the Law of Credit Instruments and Operations on the subject of letters of credit being applicable to this
transaction.
For purposes of this Law, a letter of credit shall be understood as the instrument whereby a credit
institution binds itself to pay, on demand or in installments, in its name or on behalf of its client, directly or
through a correspondent bank, an amount of money determined or determinable in favor of the
beneficiary, against the presentation of the respective documents, provided that the terms and conditions
established in such letter of credit are complied with.
Letters of credit may be issued by credit institutions based on the granting of credits or the prior receipt
of their amount as the provision of a service. In both cases, the documents based on which the issuance
of the letter of credit is carried out must include, at least, the terms and conditions for the exercise of the
credit or the rendering of the service, the payment of the principal, related charges, expenses and fees, as
well as the refund of amounts not used.
Once that the letters of credit have been issued, the payment obligation of the issuing credit institution
shall be independent of any available rights and obligations of the same to its customers. The letters of
credit shall set forth a determined or determinable duration.
Irrevocable letters of credit may only be modified or cancelled with the express acceptance of the
issuing institution, the beneficiary and, if applicable, the confirming institution.
For purposes of this article, confirmation shall be understood as the express payment commitment
undertaken by a credit institution with respect to a letter of credit issued by another credit institution, at the
request of the latter. The confirmation of the letter of credit carried out by a credit institution shall involve
for such institution a direct payment obligation to the beneficiary, subject to the fulfillment of the terms and
conditions set forth in such letter of credit. Such payment obligation is independent of the rights and
obligations existing between the credit institution carrying out the confirmation and the issuing institution.
Credit institutions shall not be responsible for:
I. The fulfillment of or non-compliance with the fact or action, giving rise to the letter of credit;
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II. The accuracy, authenticity or legal value of any document presented under the letter of credit;
III. The actions or inactions of third parties, even if such third parties are designated by the issuing
credit institution, including banks acting as correspondent banks;
IV. The quality, quantity, weight, value or any other characteristic of the goods or services described in
the documents;
V. The delay or loss in the shipment or communication means, and
VI. Non-compliance due to acts of God or force majeure.
The letters of credit established in this article may be commercial, as well as standby letters of credit.
Commercial letters of credit allow the beneficiary to make the payment of an obligation derived from a
business operation payable on demand, against the presentation of the documents provided therein and
according to their terms and conditions. When expressions such as “documentary credit”, “commercial
documentary credit” and “commercial credit” are used, it shall be understood that they refer to the
commercial letters of credit provided in this paragraph.
As an exception to the provisions of subsection XV of article 106 of this Law, the issuing or confirming
institutions may pay in advance obligations payable by them derived from commercial letters in
installments and, as the case may be, from the acceptances in installments issued in connection with such
letters of credit, when the documents presented by the beneficiary comply with the terms and conditions
provided in such letters of credit. The foregoing does not modify the obligations of the customer to the
issuing institution.
Standby letters of credit guarantee the payment of a determined or determinable amount of money,
upon de presentation of the demand for payment and other documents specified therein, provided that the
stipulated requirements are fulfilled.
Unless otherwise agreed, the resolution of controversies regarding letters of credit shall be subject to
the jurisdiction of the competent courts of the place where they are issued. Notwithstanding the foregoing,
the payment obligation derived from the confirmation of the letters of credit shall be, except as otherwise
agreed upon, enforceable before the competent courts of the place where the confirmation is made.
Article amended OGF 02-01-2008
Article 72.- It is repealed.
Article repealed OGF 06-13-2003
Article 72 Bis.- Customers of credit institutions who have entered into credit opening on current
account agreements revolving loan agreements referred to in subsection VII of article 46 of this Law,
may authorize such institutions or to providers to carry out the payment of goods and services against the
account corresponding to such agreement.
To that effect, credit institutions may charge to the aforesaid accounts the corresponding amounts
provided that:
I. They have the authorization of the account holder or holders in question, or
II. The account holder or holders authorize the charges through the provider and the latter, through the
credit institution offering the respective collection service, instructs the credit institution that keeps the
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Last Amendment OGF 05-25-2010
corresponding account to carry out the charges. In this case, the authorization may remain in the
possession of the provider.
The account holder who wishes to object to any payment shall follow the procedure that Bank of
Mexico establishes to that effect through general provisions. Prior to the presentation of the bill payment
service set forth in this article, credit institutions must agree with the providers the procedures to carry out
such charges.
The customer may request the credit institution the cancellation of the authorization provided in this
article at any time, regardless of whoever may be keeping it. The aforementioned cancellation shall
become effective in the term established by Bank of Mexico in the general provisions referred to in the
preceding paragraph, such term may not exceed ten business banking days following the date when the
credit institution receives such cancellation, therefore, from such date it must reject any new charge in
favor of the provider.
The authorizations, instructions and communications provided in this article may be carried out in
writing with the autograph signature or through electronic or optic means, or through any other technology
previously agreed by the parties.
Article added OGF 02-01-2008
Article 73.-Commercial Banks shall require of the agreement of, at least, three fourths of the directors
present at the meetings of the board of directors, in order to approve the execution of related-party
transactions.
Paragraph amended OGF 06-09-1992, 02-15-1995, 01-19-1999, 06-04-2001
For purposes of this Law, related-party transactions shall be understood as those in which they result
or may result as debtors of commercial banks, in case of, among others, deposit or other forms of
disposition or loan, credit or discount transactions, granted in a revocable or irrevocable manner and
documented through credit instruments or any agreement, restructuring, renewal or amendment, including
the net positions in favor of the institution for derivative transactions and investments in securities other
than shares. The following shall be related-parties:
Paragraph added OGF 06-06-2001. Amended OGF 02-01-2008
I.
Individuals or entities who directly or indirectly control two per cent or more of the instruments
representing the capital stock of the institution, of the holding company or of the financial entities
and companies integrating the financial group to which, as the case maybe, the institution
belongs, according to the most recent stock ledger;
Subsection amended OGF 06-04-2001
II.
Members of the board of directors, of the institution, of the holding company or of the financial
entities and companies integrating the financial group to which, as the case may be, the institution
belongs;
Subsection amended OGF 06-04-2001
III.
Spouses and persons in a relationship with the persons stated in the preceding subsections;
Subsection amended OGF 04-06-2001
IV. Persons other than the officers and employees who may bind the institution with their signature;
V.
Entities, as well as their directors and officers, in which the institution or the holding company of
the financial group to which, as the case may be, the institution belongs, directly or indirectly,
control ten percent or more of the instruments representing its capital stock.
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The indirect holding of interest of commercial banks and holding companies through the
institutional investors provided in article 15 of this Law shall not be calculated in order to consider
the issuing company as a related party;
Paragraph amended OGF 02-01-2008
Subsection amended OGF 06-04-2001
VI. Entities in which the institution’s officers are directors or managers or hold any of the three first
levels in the hierarchy of such entities, and
Subsection repealed OGF 04-06-2001. Added OGF 02-01-2008
VII. Entities in which any of the individuals or entities indicated in the foregoing subsections, as well as
the persons established in subsection VI of article 106 of this statute, control directly or indirectly
ten percent or more of the shares representing the capital stock of said entities, or otherwise, in
which they have the power of command.
Subsection amended OGF 06-04-2001, 02-01-2008
Furthermore, it shall be considered a related-party transaction that which is carried out through any
entity or trust, when the counterparty and source of payment of said transaction depends on any of the
related parties set forth in this article.
Paragraph added OGF 02-01-2008
Directors and officers shall excuse themselves from participating in discussions and they shall refrain
from voting in those cases in which they have a direct interest.
Paragraph amended OGF 06-04-2001
In any event, related-party transactions shall not be carried out in terms and conditions more favorable
than those transactions of the same nature carried out with the general public.
Paragraph amended OGF 06-04-2001
(The fourth paragraph is repealed)
Paragraph amended OGF 02-15-1995. Repealed OGF 06-04-2001
(The fifth paragraph is repealed)
Paragraph added OGF 02-15-1995. Repealed OGF 06-04-2001
(The sixth paragraph is repealed)
Paragraph repealed OGF 06-04-2001
Article 73 Bis.-The related-party transactions that must be submitted to the approval of the board of
directors, shall be presented through and with the favorable opinion of the respective credit committee. If
the approval is granted, the institution shall submit to the National Banking and Securities Commission, a
certified copy of the resolution in which the approval of the board is contained and it shall inform the
Commission of the granting of such approval and, if applicable, the renewal of such credits, as well as the
method of payment or termination thereof, as provided by the Commission.
Related-party transactions which do not exceed in the aggregate two million Investment Units or one
percent of the basic portion of the net capital of the institution, whichever is greater, to be granted in favor
of the same individual or entity or group of individuals or entities which by their patrimonial or liability
relations constitute common risks for the credit institution, shall not require of the approval of the board of
directors, however, the board shall be informed of such transactions and all the information thereof shall
be made available to it.
The board of directors of the institutions may delegate its powers to a director’s committee, whose
duties shall exclusively be the approval of related-party transactions, in those transactions which total
does not exceed of six million Investment Units or five percent of the basic portion of the net capital. Such
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committee shall be composed of a minimum of four and a maximum of seven directors, of which, at least,
one third shall be independent directors, as provided in article 22 of this Law.
In such committee there may only be one director who is, at the same time, an officer or employee of
the institution, of the members of the financial group to which the institution belongs, or of the holding
company itself.
The resolutions of the committee set forth in the preceding paragraph, shall require of the agreement
of three fourths of the members present at the meeting.
The aforementioned committee shall submit a report on its administration to the board of directors with
the periodicity indicated by such board, provided such periodicity may not exceed one hundred and eighty
days.
Paragraph amended OGF 02-01-2008
The total sum of related-party transactions may not exceed of fifty percent of the basic portion of the
net capital of the institution, set forth in article 50 of this Law. In the case of loans or revocable credits,
only the portions disposed of shall be calculated for this limit.
Paragraph amended OGF 02-01-2008
In all cases of related-party transactions the aggregate amount of other credit transactions granted to
individuals or entities that are considered related to the officer, director or shareholder in question shall be
informed to the credit committee of the institution at issue or to the board of directors, as the case may be.
For purposes of the preceding paragraphs, the basic portion of the net capital that must be used shall
be the one corresponding to the last business day of the calendar quarter immediately preceding the date
in which the calculations are made.
Furthermore, the National Banking and Securities Commission shall set forth general provisions,
tending to regulate the related-party transactions established in articles 73, 73 Bis and 73 Bis 1.
The institutions shall request the relevant information to the persons indicated in subsections I to VII of
article 73, pursuant to the rules mentioned in the previous paragraph.
Transactions carried out with the following shall not be considered as related-party transactions:
a)
The Federal Government and the Institute for the Protection of Bank Savings;
Subparagraph amended OGF 02-01-2008
b)
The banking complementary or auxiliary services companies, set forth in article 88 of this Law;
Subparagraph amended OGF 02-01-2008
c)
The financial entities being part of the financial group to which, as the case may be, the
commercial bank belongs to, or those financial entities in which the commercial bank has an
ownership interest, unless such entities grant in turn any type of financing to the individual or
entities set forth in subsections I to VII of article 73 and for the amount of such financing.
Subparagraph added OGF 07-18-2006
d)
Any of the related-parties established in article 73, that are approved using the same parameters
applicable to the clientele in general, for up to an amount not to exceed the equivalent of 400,000
Investment Units per individual or entity, and
Subparagraph added OGF 02-01-2008
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e)
Last Amendment OGF 05-25-2010
Non-related parties granting credit rights or securities as collateral, whose obligor is any of the
individuals or entities established in article 73 of this Law, so long as such collateral is not
enforced, provided that they have a primary source of payment that is independent from the
collateral granted.
Subparagraph added OGF 02-01-2008
Article added OGF 06-04-2001
Article 73 Bis 1.-For the purposes set forth in articles 73 and 73 Bis, the following shall be understood
as:
a)
Relationship.- the kinship existing by blood, and marriage in straight line in first degree, and by
blood and marriage in collateral line in second degree or civil kinship.
b)
Officers.- the chief executive officer or equivalent position and those officers holding offices with
the immediately lower hierarchy to the latter.
c)
Direct Interest.- When the capacity as debtor in any related-party transaction relies on the spouse
of the director or officer, or the persons with whom he is related, or otherwise, an entity with
respect to which any of the aforementioned individuals or entities, hold directly or indirectly the
control of ten percent or more of the instruments representing its capital stock.
d)
Power of command.- refers to the premise incurred by an individual as it is provided in article 22
Bis of this Law.
Subparagraph added OGF 02-01-2008
Article added OGF 06-04-2001
Article 74.-Repealed.
Article amended OGF 07-23-1993
Article 75.- Commercial banks, as well as development banks that are authorized for that purpose in
their respective organizational laws may carry out investments, acquire obligations to buy or to sell
instruments representing the capital stock of or carry out future capital contributions to companies other
than those indicated in articles 88 and 89 of this Law, according to the following:
I. Up to five percent of the paid-in capital of the issuer;
II. More than five and up to fifteen percent of the paid-in capital of the issuer, during a term not to
exceed three years, with the prior agreement of the majority of the series “O” or “F” directors, as it may
correspond and, if applicable, of the majority of the series “B” directors. The National Banking and
Securities Commission may extend the term set forth in this subsection, taking into consideration the
nature and condition of the company in question, and
III. For greater percentages and longer terms, in the case of enterprises developing new, long-term
projects or which carry out promotion activities, with the previous authorization of the National Banking
and Securities Commission, who shall discretionally grant it or refuse it, after having heard the opinion of
Bank of Mexico. Such Commission shall set the measures, conditions and time periods for the holding of
shares according to the nature and objectives of the companies. When the institution maintains control of
the aforesaid companies and, such companies in turn carry out investments in other companies, such
companies shall abide by the provisions of this subsection and they shall be calculated as if they were
carried out by the institution, for purposes of the limit indicated in the antepenultimate paragraph of this
article.
When the investments of the development banks mentioned in the first paragraph of this article are
made with respect to companies carrying out promotion activities, the authorization shall correspond to
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the Secretariat of Finance and Public Credit, who shall exercise the powers granted by this article to the
National Banking and Securities Commission in this regard. For purposes of the provisions of this
paragraph, the Secretariat of Finance and Public Credit shall determine which activities are promotion
activities, according to the purpose assigned to each of the development banks in their respective
organizational laws.
Credit institutions shall diversify the investments established in this article pursuant to the basis
foreseen in article 51 of this Law and, shall observe, in any case, the limits that promote risk scattering, as
well as a sound turnover in order to support a greater number of projects. Furthermore, such investments
shall be subject to the prudential measures and the general provisions issued by the National Banking and
Securities Commission, regardless of any others that, the Commission itself or the Secretariat of Finance
and Public Credit determine in particular, within the scope of their duties under this article, for the
respective institutions.
The total amount of the investments that each institution carries out based on this article shall not
exceed thirty percent for the investments carried out in shares listed in the stock markets recognized by
Mexican financial authorities, based on subsection I of this article; nor shall they exceed of thirty percent
for the investments that are carried out in shares not listed in the aforementioned stock markets, based on
subsection I of this article, as well as those carried out under previous subsections II and III; both
percentages of the basic portion of the net capital indicated in article 50 of this Law. For purpose of the
limit in the investments or obligations on shares of companies listed in stock markets, of those included in
subsection I of this article, such limit shall be calculated pursuant to the general provisions set forth in the
preceding paragraph, which may provide the cases in which net positions are considered.
Share acquisitions derived from an accord and satisfaction settlement or capitalization of liabilities from
individuals or entities other than those established in article 73 of this Law, shall not be calculated to
determine the total amount of the investments during the first three years after the relevant transaction
has been carried out.
In no event may commercial banks carry out investments in shares representing the capital stock of
companies that have, in turn, the capacity as shareholders in the institution itself or in such institution’s
holding company. Such restriction shall be applied to investments in shares representing the capital stock
of companies controlled by such shareholders or that control them.
Article amended OGF 06-09-1992, 02-15-1995, 02-01-2008
Article 76.- The National Banking and Securities Commission, after hearing the opinion of Bank of
Mexico, shall determine through technical and operative general provisions, the basis for the rating of the
credit portfolio of credit institutions, the documentation and information that such institutions shall request
for the granting, renewal and, during the term of any kind of credits, with or without collateral on personal
or real property, the requirements that such documentation shall meet and the periodicity with which it
shall be obtained, as well as the integration of the preventive reserves, which have to be created for each
grading rate, seeking to insure the solvency and stability of the institutions and the reliability of their
financial information.
Article amended OGF 02-01-2008
CHAPTER IV
On Services
Article 77.-Credit institutions shall provide the services set forth in article 46 of this Law, under the
applicable statutory and administrative regulations, and in compliance with sound practices that promote
security in these transactions and which promote an adequate service to users of such services.
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Last Amendment OGF 05-25-2010
Article 78.-The safe deposit box service shall bind the institution providing such service to respond for
the integrity of the boxes and in exchange for the payment of the corresponding fee, to provide free
access to such boxes on business days and hours. The holder of the box is responsible for all the
expenses, damages and lost profits caused to the institution by reason of its use.
The general conditions and the agreement entered into by the credit institutions for the provision of this
service, shall clearly stipulate the causes, formalities and requirements that shall be fulfilled in order that
the institution may proceed, before a notary public, to open and remove the contents of the box, as well as
that related to the custody of the items removed therefrom.
Article 79.- In trust, agency, commission agency, management or custody transactions, the institutions
shall open special accountings for each agreement, and they must register therein and in their own
accountancy the money and other property, securities and rights that are entrusted to them, as well as
any increases or decreases, derived from the respective proceeds or expenses. The balances of the
controlled accounts of the credit institution’s accounting must always coincide with those of the special
accountings.
In no event shall such property be subject to liabilities other than those arising from the trust, agency,
commission agency or custody, or liabilities pertaining to third parties against such property in accordance
with the Law.
Article 80.-In the transactions provided in subsection XV of article 46 of this Law, the institutions shall
perform their duties and they shall exercise their powers through their trust officers.
The institution shall be civilly liable for damages and lost profits caused by the failure to comply with
the terms and conditions of the trust, agency or commission agency, or the law.
Upon the constitution of the trust or any amendments thereto, the formation of a technical committee
may be provided, as well as the rules for its operation and the determination of its powers. When the
credit institution acts abiding by the opinions and resolutions of this committee, it shall be released from
any liability.
Article 81.- Securities transactions carried out by credit institutions in fulfillment of trusts, agencies,
commission agencies and management agreements, shall be performed in terms of the provisions of this
Law and the Securities Market Law, as well as pursuant to the general rules that, as the case may be,
Bank of Mexico issues, hearing the opinion of the National Banking and Securities Commission, in order
to pursue the ordered development of the securities market.
Credit institutions may carry out repurchase and securities lending transactions on behalf of third
parties, without the intermediation of securities firms, subject to the general provisions issued by Bank of
Mexico. In such provisions, it shall be established among other aspects, their characteristics, the
authorized counterparties, the securities subject matter of these transactions, the time periods, and the
method of payment, as well as the collateral that, if applicable, may be granted.
Article amended OGF 04-30-1996, 06-04-2001, 02-01-2008
Article 81 Bis. Credit institutions shall have guidelines and policies tending to identify and know their
customers, as well as to determine their investment objectives with respect to the securities transactions
and derivatives transactions that they carry out in the fulfillment of trusts, agencies, commission agencies
and management agreements. Furthermore, credit institutions shall provide their clientele with the
necessary information for investment decision-making, taking into consideration the profiles determined to
such effect, abiding by the general provisions issued by the National Banking and Securities Commission.
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Credit institutions upon entering into the transactions set forth in the preceding paragraph with their
customers shall conform to the profile corresponding to each of them. When transactions and services are
arranged which are not in accordance with the customer’s profile, the express consent of such customer
must be obtained. Credit institutions shall be liable for damages and lost profits caused to the customer for
the nonperformance of the provisions of this paragraph.
Article added OGF 06-25-2009
Article 82.-The personnel assigned by the credit institutions directly or exclusively to trusts, shall not
be part of the staff of the institution, but, as the case may be, shall be considered to be at the service of
the property under the trust. Nevertheless, any rights conferred on these persons under the law, shall be
exercised against the credit institution, which, if applicable, and in order to comply with the resolutions
issued by the competent authority shall affect, to the extent necessary, the property held in trust.
Article 83.- If no procedure is expressly agreed by the parties at the time of execution of the trusts
which purpose is to guarantee the performance of obligations, the procedures established in Title Third
Bis of the Commerce Code shall be applied, at the trustee’s request.
Paragraph amended OGF 05-23-2000
(The second paragraph is repealed).
Paragraph repealed OGF 05-23-2000
Article 84.-When the credit institution, upon being required to do so, fails to render accounts of its
administration within a fifteen business days term, or when it is declared, by final judgment, liable for the
losses or deterioration suffered by the properties held in trust or responsible for these losses or
deterioration due to gross negligence, its removal as trustee shall proceed.
Actions brought to demand the rendering of accounts, or to demand the liability of credit institutions,
and to request removals, shall correspond to the trust beneficiaries or to their legal representatives, in any
case to the extent of their interests, and in their absence, to the Public Prosecutor, notwithstanding that
the settlor may reserve the right to bring such action at the time of execution of the trust or in the
amendments thereto.
The provisions of the final paragraph of article 385 of the Credit Instruments and Operations General
Law shall apply to cases of resignation or removal.
Paragraph amended OGF 02-01-2008
Article 85.- In case of trust transactions created by the Federal Government or which, for purposes of
this article, the Federal Government declares through the Secretariat of Finance and Public Credit, to be
of public interest, the time period established in subsection III of article 394 of the Credit Instruments and
Operations General Law shall not apply.
Article amended OGF 06-13-2003
Article 85 Bis.- In order to act as trustees of guaranty trusts, the institutions set forth in subsections II,
III, IV and VI of article 395 of the Credit Instruments and Operations General Law shall have the minimum
additional capital that the Secretariat of Finance and Public Credit determines to such effect through
general provisions, with the prior opinion of the National Banking and Securities Commission and the
National Insurance and Bonding Companies Commission, as may correspond depending on the institution
in question, as well as with the authorization that the Federal Government shall grant discretionally,
through such Secretariat.
Paragraph amended OGF 06-04-2001, 07-018-2006
Paragraph first, amended by OGF 07-18-2006, which shall remain in force until July 18, 2013:
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Article 85 Bis.- In order to act as trustees of guarantee trusts, the institutions set forth in subsections II to V of article 399
of the Credit Instruments and Operations General Law, shall have the minimum additional capital that the Secretariat of
Finance and Public Credit determines to such effect, through general provisions, with the prior opinion of the National
Banking and Securities Commissions and of the National Insurance and Bonding Commission, as may correspond depending
on the institution in question, as well as with the authorization that the Federal Government shall grant discretionally, through
such Secretariat.
The second paragraph is repealed
Paragraph repealed OGF 07-18-2006
Paragraph second, repealed by OGF 07-18-2006, which shall remain in force until July 18, 2013:
Limited scope financial institutions that meet the requirements set forth in the foregoing paragraph, may only accept the
performance of trusts whose assets held in trust derive from transactions inherent to their corporate purpose.
The companies established in subsections II, III, IV and VI of article 395 of the Credit Instruments and
Operations General Law shall manage the operations of the trust subject matter of such article in the
terms set forth for credit institutions in articles 79 and 80 of this Law.
Paragraph amended OGF 07-18-2006
Article added OGF 05-23-2000
Paragraph third, amended by OGF 07-18-2006, which shall remain in force until July 18, 2013:
The companies established in subsections II to V of article 399 of the Credit Instruments and Operations General Law
shall manage the trust transactions in the terms set forth for credit institutions, in articles 79 and 80 of this Law.
Article 85 Bis 1.- The National Banking and Securities Commission and the National Insurance and
Bonding Companies Commission, as applicable, may suspend, for a period of no less than one hundred
and eighty days, the contracting of new guaranty trusts transactions, to those entities that are ordered to
pay in more than one occasion the indemnities provided in article 393 of the Credit Instruments and
Operations General Law.
Article added OGF 05-23-2000. Amended OGF 02-01-2008
TITLE FOURTH
On General and Accounting Provisions
CHAPTER I
On General Provisions
Article 86.-As long as the members of the Mexican Banking System are not in liquidation or in
bankruptcy proceedings, they shall be considered solvent and they shall not be obliged to constitute
judicial deposits or bonds, not even for the purpose of obtaining the stay of execution of a governmental
action being contested in amparo proceedings or to secure the tax liability in the respective proceedings.
Article 87.- Commercial banks shall insert in a periodic publication of broad regional circulation in the
relevant location, a notice addressed to the public containing information regarding the relocation or
closing of the respective branches, fifteen days prior to the date when such relocation or closing is
scheduled.
Paragraph amended OGF 06-04-2001, 11-05-2004, 02-01-2008
Commercial banks shall require the authorization of the National Banking and Securities Commission
for the establishment, relocation and closing of any kind of offices abroad, as well as for the assignment of
the assets and liabilities of its branches.
Paragraph amended OGF 06-04-2001, 02-01-2008
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The Secretariat of Finance and Public Credit may authorize branches of credit institutions established
abroad to carry out transactions that are not provided for under Mexican law, so as to conform to the
market conditions in which they operate, to that effect, they must provide to the aforesaid Secretariat, the
background, procedures, provisions and formalities inherent to the practice of each type of transaction.
The Secretariat of Finance and Public Credit shall hear the opinion of Bank of Mexico and of the
National Banking and Securities Commission in order to authorize that which is stated in the preceding
paragraph.
Paragraph amended OGF 06-04-2001, 02-01-2008
(The fifth paragraph is repealed)
Paragraph repealed OGF 06-04-2001
Article 88.- Commercial banks, as well as development banks that are empowered to that effect by
their respective organizational laws, shall require the authorization of the National Banking and Securities
Commission to invest in shares representing the corporate capital stock of companies which provide to
them complementary or auxiliary services in their administration or in the fulfillment of their corporate
purpose, as well as of real estate companies which own or manage assets allotted to their offices.
When the investments of the development banks mentioned in the preceding paragraph are carried out
with respect to companies who provide complementary or auxiliary services in the fulfillment of their
corporate purpose, such authorization shall correspond to the Secretariat of Finance and Public Credit.
The companies and corporations in which corporate capital stock the credit institutions hold an interest
under this article shall abide by the general rules issued by the National Banking and Securities
Commission, which shall have the main purpose of allowing the supervision on the performance and
condition of such institutions, as well as to the inspection and surveillance of said Commission and,
consequently they shall cover the corresponding inspection and surveillance fees.
Article amended OGF 02-01-2008
Article 89.- The authorization of the National Banking and Securities Commission shall be required,
with the prior agreement of its Board of Governors, for commercial and development banks who are
empowered for such purpose by their respective organizational laws to invest, directly or indirectly, in
shares representing the corporate capital stock of foreign financial entities.
When any credit institution holds, directly or indirectly, voting shares of foreign financial entities
representing, at least, fifty-one percent of the paid-in capital, or controls the general shareholders’
meetings, or is able to appoint the majority of the members of the board of directors or equivalent bodies
or, controls the aforesaid entities through any other means, the relevant credit institution shall provide
whatever is necessary in order that the financial entity in question carries out its activities abiding by the
applicable foreign legislation and by the provisions established by the Mexican financial authorities.
The institutions established in the first paragraph of this article may invest in the corporate capital stock
of investment companies, managing companies of investment companies, pension fund management
companies, investment companies specialized in retirement funds and multiple-purpose financial
institutions, without being applicable, with respect to those institutions which are part of financial groups,
the limits set forth in article 31 of the Law to Regulate Financial Groups, as well as in credit information
companies in terms of the applicable legislation. Furthermore, when such institutions are not part of
financial groups, they may invest in the corporate capital stock of secondary-financial institutions and
financial intermediaries that are not credit institutions, securities firms, insurance companies and mutual
insurance companies and bonding companies, with the prior authorization of the National Banking and
Securities Commission with the approval of its Board of Governors.
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The requests for authorization for the investments provided in this article shall be accompanied by the
document that sets forth the policies to resolve a probable conflict of interest that may occur in the
carrying out of operations with the public.
Credit institutions and the affiliates set forth in the third paragraph of this article in which capital they
hold an interest, may use identical or similar names, act in a joint manner and offer complementary
services.
Upon exercising the powers conferred to it in this article, the National Banking and Securities
Commission shall hear the opinion of Bank of Mexico.
The investments provided in this article, as well as in articles 75 and 88 of this Law, carried out by
development Banks, as well as by commercial banks in which capital the Federal Government has an
interest, shall not be calculated in order to consider the issuers as state owned companies, and they shall
not be subject to the provisions applicable to the Federal Public Administration entities.
Article amended OGF 06-09-1992, 07-23-1993, 05-23-1996, 06-04-2001, 07-18-2006, 02-01-2008
Article 90.- In order to evidence the capacity and powers of the officers of credit institutions, including
trust officers, it shall be sufficient to present a certification of their appointment, issued by the secretary or
assistant secretary of the board of directors or managing board.
The powers of attorney granted by credit institutions shall not require of other insertions besides those
regarding to the resolution of the board of directors or managing board, as the case may be, whereby the
granting of such powers is authorized, to the authority conferred to such board in the bylaws or in the
respective organizational laws and regulations, and to the verification of the appointment of the directors.
It shall be understood that the powers of attorney conferred in accordance with the provisions of the
first and second paragraphs of article 2554 of the Federal Civil Code or its correlative articles of the states
of the Mexican Republic and of the Federal District, include the power to grant, subscribe, guarantee and
endorse credit instruments, even when such power is not expressly mentioned.
Paragraph amended OGF 02-01-2008
The appointments of banking officers shall be registered in the Public Registry of Commerce, with the
prior ratification of signatures, before a certifying public officer, of the original document in which the
respective appointment is recorded.
The appointments of the secretary and assistant secretary of the board of directors or managing board
shall be granted in a public instrument before a certifying public officer and shall be registered in the
Public Registry of Commerce.
Paragraph amended OGF 02-01-2008
Article 90 Bis.-Credit institutions, upon carrying out transactions with the general public shall use the
services of attorneys-in-fact, representatives, officers and employees who have the knowledge and
technical capabilities regarding the characteristics of the transactions that are offered or entered into. The
institutions shall be responsible for providing training to its personnel in order to comply with the foregoing.
The National Banking and Securities Commission, may determine through general provisions, the
persons who, according to their duties, shall prove the technical quality, honorability and satisfactory credit
history before a self-regulatory banking organization in order to protect the interests of the saving public.
Article added OGF 02-01-2008
Article 91.- Credit institutions shall be directly and unlimitedly liable for the actions carried out by their
officers and employees in the performance of their duties, as well as for the actions carried out by those
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Last Amendment OGF 05-25-2010
who hold any position, agency, commission agency or any other legal title that such institutions would
have granted in order to carry out their transactions. The foregoing shall be applicable regardless of the
civil or criminal liabilities in which such persons may incur individually.
Persons holding a position, agency, commission agency or any other legal title assigned to them by
any credit institution shall comply with the requirements and obligations that this Law imposes on officers
and employees carrying out equivalent activities, and the same provisions in the matter of liabilities shall
be applicable to them.
Article amended OGF 02-01-2008
Article 92.-When any person assists customers of credit institutions in the execution of transactions
pertaining to such institutions, such person may not at any time:
I.
Carry out such transactions on its own account;
II.
Determine the time periods or rates of the transactions in which it intervenes;
III.
Obtain differentials in prices or rates for the transactions in which it intervenes; or
IV. In general, carry out activities that require the authorization of the Federal Government in order to
operate as a financial entity of any type.
Such transactions must always be documented under the name of the respective customer.
Persons offering assistance to customers of credit institutions by virtue of a power of attorney or a
commission agency in terms of this article must inform the customer, at the time of providing such service,
that they are not authorized by the Federal Government nor by such institutions to undertake obligations
in the name of and on behalf of the latter and that they are not supervised nor regulated by any financial
authority, that which shall be evidenced in its publicity or advertising and in the agreement or in any other
document in which the respective commission is recorded.
Paragraph added OGF 02-01-2008
Credit institutions who establish business relations or commercial links, in fact or in law, with any third
party for the massive receipt of funds, in cash or in checks, which involves the raising of public funds or
the payment of credits in favor of the institutions themselves, shall enter into with such third parties a
commission agency agreement so that such third parties act at all times before the public as their
commission agents according to the provisions of article 46 Bis 1 of this Law.
Paragraph added OGF 02-01-2008
Article amended OGF 07-23-1993
Article 93.- Credit institutions may assign or discount their loan portfolio with any person.
Paragraph amended OGF 06-04-2001, 02-01-2008
Assignments or loan portfolio discounts entered into with Bank of Mexico, other credit institutions,
trusts created by the Federal Government for economic promotion or trusts which purpose is the issuance
of securities shall be carried out without any restriction.
Paragraph added OGF 02-01-2008
When credit institutions enter into assignments or loan portfolio discounts with persons other than
those mentioned in the preceding paragraph and they intend to respond for the debtor’s solvency, grant
financing to the assignee or borrower, or agree with them obligations or rights allowing such institutions to
reacquire the assigned or discounted loan portfolio, they shall require of the prior authorization of the
National Banking and Securities Commission, which shall safeguard the solvency and financial stability of
the credit institutions and the protection of the interests of the public. Furthermore, those who subrogate in
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said portfolio’s rights may not receive financing from the credit institution, with respect to said transaction
or the credits subject matter thereof, nor may this institution respond for the debtor’s solvency. The rules
and regulations governing financial institutions on this subject shall be applied to the assignees.
Paragraph added OGF 02-01-2008
Credit institutions shall not be subject to the provisions of the first paragraph of article 117 of this Law
with regard to the information related to the assets mentioned below, when such information is provided to
persons with whom the following transactions are negotiated or carried out:
Paragraph added OGF 04-30-1996
I.-
Credits which shall be subject to assignment or discount; or
Subsection added OGF 04-30-1996
II.
Their portfolio or other assets, in the case of transfer or subscription of a significant percentage of
their corporate capital stock or that of the holding company of the financial group to which they
belong. To disclose such information they must obtain the prior authorization of the National
Banking and Securities Commission.
Subsection added OGF 04-30-1996. Amended OGF 06-04-2001
During the negotiation processes established in this article, the participants shall maintain due
confidentiality with respect to the information to which they have access as a result of such processes.
Paragraph added OGF 04-30-1996. Amended OGF 06-04-2001
Article 94.- Commercial banks which agree, in any manner, with entities that carry out business
activities, to jointly release advertising to the general public through printed, hearing, audiovisual or
electronic means, shall provide that which is necessary so that the content of such advertising prevents
the conveyance of confusion as regards the independence between the institution and the entity in
question, as well as the offer or and the responsibilities of the parties in the procurement of the operations
and financial services from the aforesaid institution.
Article repealed OGF 06-15-2007. Added OGF 02-01-2008
Article 94 Bis. The National Commission for the Protection and Defense of Users of Financial
Services may issue general provisions in which the activities that fail to follow sound practices and uses
regarding the offering and commercialization of the financial operations and services on part of credit
institutions are defined, seeking at all times the adequate protection of the interests of the public.
Article added OGF 02-01-2008. Amended OGF 06-25-2009
Article 95.-Credit institutions must close their doors and suspend operations on the days indicated by
the National Banking Commission through general provisions.
The days so indicated under the terms cited may be considered non-business day for all legal
purposes, when this is so established by such Commission.
Article amended OGF 12-23-1993
Article 96.- Credit institutions must establish basic security measures which include the installation
and operation of essential devices, mechanisms and equipment for the purpose of providing due
protection within the banking premises, for the public, officers and employees occupying such premises,
as well as to the patrimony of the institution. When the institutions hire the persons set forth in article 46
Bis 1 of this Law, with the purpose that such persons receive funds from their customers, in cash or
check, they shall additionally make sure that the premises used by such persons in order to carry out such
transactions in representation of the institutions, have the basic security measures established under the
provisions of this article.
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Such institutions must have a specialized unit in order to implement the provisions of the preceding
paragraph.
The National Banking and Securities Commission may issue through general rules, the guidelines to
which the basic security measures that the credit institution and the service providers or commission
agents that the institutions hire for the receipt of funds from their customers, in cash or check, shall
conform to, in terms of article 46 Bis 1 of this Law, and it shall oversee that the institutions comply with the
applicable provisions on this matter.
The hiring of personnel shall not be permitted under article 46 Bis 1 of this Law, in order to carry out
inside the credit institutions’ branches where customer service is offered, any of the transactions
established in article 46 of this statute.
Article amended OGF 06-04-2001, 02-01-2008
Article 96 Bis.Credit institutions and other entities regulated by this law shall comply with the general
provisions of prudential nature issued by the National Banking and Securities Commission, as well as
other rules and regulations that Bank of Mexico issues within the scope of its duties, which are aimed at
preserving the solvency, liquidity and stability of such institutions and, if applicable, of the entities
regulated by this law, as well as the sound and balanced development of the transactions subject matter
of this law.
Furthermore, the credit institutions and other entities regulated by this statute shall comply with the
general provisions issued by the National Commission for the Protection and Defense of Users of
Financial Services, within the scope of its competence.
Credit institutions who open accounts of their own with the purpose of raising funds to be destined for
the assistance of communities, sectors or villages derived from natural catastrophes, shall comply with the
requirements that the National Commission for the Protection and Defense of Users of Financial Services
establishes through general provisions regarding transparency and accountability, which shall include,
among other aspects, those related to the specific destination of the funds and the time periods in which
such funds shall be delivered.
For purposes of the provisions of the preceding paragraph, the credit institutions must establish an
adequate coordination with the Federal Government and the federal states.
Article added OGF 02-06-2008. Amended OGF 06-25-2009
Article 97.-Credit institutions must present such information and documentation which, in the area of
their respective duties, may be requested by the Secretariat of the Finance and Public Credit, Bank of
Mexico, the National Banking and Securities Commission, the National Commission for the Protection and
Defense of Users of Financial Services and the Institute for the Protection of Banking Savings, within the
time periods and through the means established by the same.
In order to promote the better performance of their duties, the Secretariat of Finance and Public Credit,
Bank of Mexico, the National Banking and Securities Commission, the National Commission for the
Protection and Defense of Users of Financial Services and the Institute for the Protection of Banking
Savings, may request and share the information that they obtain pursuant to the foregoing paragraph,
without the restrictions set forth in article 117 of this Law being applicable. Furthermore, such
Commissions and Bank of Mexico may provide to the National Insurance and Bonding Companies
Commission and to the National Retirement Savings Commission, the assistance that is requested from
them in the exercise of their duties, to such effect they may share with them information and
documentation in their possession, without the provisions of article 117 of this Law being applicable. The
National Banking and Securities Commission, the National Commission for the Protection and Defense of
Users of Financial Services and Bank of Mexico may request to such supervising institutions the
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aforementioned assistance and said institutions may hand over the information and documentation
requested, regarding the financial institutions that they shall supervise, without this implying a violation to
the confidentiality that they must observe under the applicable legal provisions.
The information mentioned to in this article may only be requested and provided in the exercise of the
powers conferred under the applicable provisions.
Article amended OGF 06-15-2007
Article 98.- Banking and credit operations carried out by credit institutions and other members of the
Mexican Banking System, as well as the income and profits obtained under the same concepts, may not
be taxed in the Federal District, the States or the Municipalities.
Credit institutions shall be obliged to request information from their clientele, regarding their
identification and address, according to the provisions issued to such effect by the National Banking
Commission.
Article 98 Bis. The National Banking and Securities Commission and the National Commission for the
Protection and Defense of Users of Financial Services shall publish in the Official Gazette of the
Federation the provisions and general rules that they issue in the exercise of the authority granted to them
by this or other laws, as well as the acts of administration that must be published in the same Gazette, in
compliance with the laws.
Article added OGF 02-01-2008. Amended OGF 06-25-2009
CHAPTER II
On Accounting
Article 99.-Any act or agreement which implies a variation in the assets or liabilities of a credit institution,
or which involves a direct or contingent obligation, must be recorded in the accounting on the same day it
is effected. Such accounting, the books and documents corresponding thereto, and the time period in
which they must be preserved, shall be regulated by the general provisions issued by the National
Banking and Securities Commission tending to secure the reliability, timeliness and transparency of the
accounting and financial information of the institutions.
Article amended OGF 02-01-2008
Article99 A.- Credit institutions shall establish a capital reserve fund, annually allocating to such fund at
least ten percent of their net profits, until such fund reaches an amount equal to the amount of the paid-in
capital.
Article added OGF 07-23-1993
Article100.- Credit institutions may microfilm or record on optical disks, or any other means authorized by
the National Banking and Securities Commission, all those books, records and documents in general, in
their possession, related to the activities of the institution, that the National Banking and Securities
Commission may provide through general provisions, in accordance with the technical regulations for
microfilming or recording on optical disks, handling and preservation, as the same Commission may
establish.
The original camera negatives obtained through the microfilming system and images recorded through
the optical disk system or any other means authorized by the National Banking and Securities
Commission indicated in the preceding paragraph, as well as any prints obtained from such systems or
media, duly certified by an authorized officer of the credit institution, shall have in any lawsuit the same
probative value as any books, records or documents which are microfilmed or recorded on optical disks,
or preserved through any other authorized means.
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Once that the term in which the credit institutions are obliged to keep the accounting, books and other
documents has elapsed according to article 99 of this Law and to the provisions issued by the National
Banking and Securities Commission, the records that appear in the accounting of the institution shall be
proof, except in the presence of evidence to the contrary, in the respective actions for the determination of
the resulting balances of the transactions set forth in subsections I and II of article 46 of this Law.
Paragraph added OGF 02-01-2008
Article amended OGF 04-30-1996
Article 101.- The National Banking and Securities Commission, through general rules furthering
transparency and reliability in the financial information of credit institutions, shall set forth the requirements
to which the approval of the financial statements by the managers of credit institutions shall be subject to;
their release through any means of communication, including electronic or optic means or any other
technology; as well as the procedure to which the review of the financial statements that the Commission
carries out shall conform to.
The Commission shall establish, through general provisions promoting transparency and reliability in
the financial information of credit institutions, the terms and contents that the financial statements of the
credit institutions shall have; in like manner it may order that the financial statements be released with the
relevant modifications and in the time periods established for that purpose by such Commission.
Credit institutions as an exception to the provisions of article 177 of the General Corporations Law
must publish their financial statements in the terms and through the means set forth through the general
provisions established in the first paragraph of this article.
The annual financial statements shall be accompanied by the opinion of an independent external
auditor who shall be appointed directly by the board of directors of the institution in question.
The Commission may establish through general provisions promoting transparency and reliability on
the financial information of the credit institutions, the characteristics and requirements that shall be met by
the independent external auditors, determine the content of their opinions and other reports, issue
measures to ensure the adequate alternation of such auditors in the credit institutions, as well as establish
the information that their opinions shall disclose, regarding other services, and in general, of the
professional or business relations that they provide or maintain with the credit institutions that they audit or
with related companies.
Article amended OGF 07-23-07-1993, 06-04-2001, 02-01-2008
Article 101 Bis.- Credit institutions shall be obliged to make available to the general public the
corporate, financial, administrative, operational, economic and legal information that the National Banking
and Securities Commission determines, through general rules issued by it to such effect. To issue such
rules the Commission shall take into consideration the relevance of the information in order to show the
public the solvency, liquidity and operative security of the institutions.
Article added OGF 02-01-2008
Article 101 Bis 1.- The National Banking and Securities Commission shall have inspection and
oversight powers with respect to entities that provide external audit services in terms of this Law, including
partners or employees of those entities that are part of the audit team, in order to verify the compliance
with this Law and the observance of the general provisions arising therefrom. For such purpose the
aforesaid Commission may:
I. Require all kind of information and documentation related to the provision of this type of services;
II. Carry out inspection visits;
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III. Require the appearance of partners, representatives and other employees of the entities providing
external audit services, and
IV. Issue or recognize audit rules and procedures that must be observed by the entities which provide
external audit services upon providing or issuing opinions regarding the financial statements of credit
institutions.
The exercise of the powers provided in this article shall be limited to audit certificates, opinions and
audit practices carried out, in terms of this Law, by the entities that provide external audit services, as well
as their partners or employees.
Article added OGF 02-01-2008
Article 101 Bis 2.- Credit institutions must observe the provisions of articles 101 and 101 Bis 3 of this
Law, with respect to the requirements that must be met by the entity providing the external audit services,
as well as by the external auditor who subscribes the opinion and other reports corresponding to the
financial statements.
Article added OGF 02-01-2008
Article 101 Bis 3.- External auditors subscribing the opinion of the financial statements in
representation of the entities that provide external audit services must have the honorability provided in
terms of article 10, subsection II, of this Law; meet the personal and professional requirements
established by the National Banking and Securities Commission through general provisions, and be
partners of the entity providing financial statements audit professional services and meeting the quality
control requirements established for that purpose by the Commission in said provisions.
Besides the aforementioned external auditors, the entity of which they are partners and the partners or
individuals that are part of the audit team shall not fall within any of the assumptions of lack of
independence established to that effect by the Commission, through general provisions, in which it is
considered, among other aspects, financial or economic dependency relations, the provision of additional
services to those of audit and maximum terms during which the external auditors may provide external
audit services to credit institutions.
Article added OGF 02-01-2008
Article 101 Bis 4.- The external auditor, as well as the entity of which he is partner, shall be obliged to
keep the documentation, information and other elements used to prepare their certificate, report or
opinion, for a term of at least five years. For such purposes, automatized or digitalized means may be
used.
Furthermore, external auditors must provide the National Banking and Securities Commission the
reports and other judgment elements in which they sustain their certificates and conclusions. If during the
practice of or as a result of the audit, irregularities are found which affect the liquidity, stability or solvency
of any of the credit institutions to which they provide their audit services, they shall submit to the audit
committee, and to the Commission, a detail report on the situation observed.
The persons who provide external audit services shall be liable for the damages and lost profits that
they cause to the credit institution retaining them, when:
I. Due to gross negligence, the certificate or opinion that they provide contains flaws or omissions that,
by reason of their profession or trade, should be part of the analysis, evaluation or study giving rise to
such certificate or opinion.
II. In the certificate or opinion, they intentionally:
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a) Omit relevant information of which they have knowledge of, when such information should be
included in their certificate or opinion;
b) Incorporate false or misleading information, or otherwise, adapt the result with the purpose of
pretending a different condition to that corresponding to the reality;
c) Recommend the execution of certain transaction, choosing from the existing alternatives, that which
generates patrimonial effects materially adverse to the institution, or
d) Suggest, accept, propitiate or propose that a specific transaction be registered contravening the
accounting criteria issued by the Commission.
Article added OGF 02-01-2008
Article 101 Bis 5.- The persons indicated in article 101 Bis 2 of this Law shall not incur in liability for
the damages or lost profits that they cause, derived from the services or opinions that they provide, when
acting in good faith and without fraud, the following occurs:
I. They render their certificate or opinion based on information provided by the entity to whom the
services are provided, and
II. They render their certificate or opinion abiding by the rules, procedures and methodologies that
must be applied to carry out the analysis, evaluation or study corresponding to their profession or trade.
Article added OGF 01-02-2008
Article 102.- The National Banking and Securities Commission shall set the rules for the maximum
estimate of the assets of the credit institutions and the rules for the minimum estimate of their obligations
and liabilities, in the interest of obtaining the adequate assessment of such concepts in the accounting of
the credit institutions.
Article amended OGF 12-23-1993, 06-04-2001, 02-01-2008
TITLE FIFTH
On Prohibitions, Administrative Penalties and Offenses
CHAPTER I
On Prohibitions
Article 103.- No individual or entity may directly or indirectly raise funds from the public in Mexican
territory, through the execution of deposit, loan, credit or term loan transactions or any other act that
causes a direct or contingent liability, they shall being obliged to cover the principal and, if applicable, the
related financial charges on the funds raised.
Paragraph amended OGF 06-09-1992, 11-30-2005
The provisions of the previous paragraph shall not apply to:
I.
Credit institutions regulated under the present Law, as well as other financial intermediaries duly
authorized in accordance with the applicable laws;
II.
Issuers of instruments registered in the National Registry of Securities placed through public offer,
relating to deposits resulting from such placement, and
Subsection amended OGF 11-30-2005
III.
Repealed.
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Subsection amended OGF 06-09-1992. Repealed OGF 07-23-1993
IV. Repealed.
Subsection added OGF 06-09-1992. Amended OGF 12-23-1993. Repealed OGF 07-18-2006
Subsection IV, repealed by OGF 07-18-2006, which shall continue in force until July 18, 2013:
IV.
V.
Limited scope financial institutions authorized by the Secretariat of Finance and Public Credit that raise funds
resulting from the placement of instruments registered in the National Registry of Securities and Intermediaries and
that grant credits for specific activities or sectors.
Savings and Loan Cooperative Associations provided in the General Cooperative Associations
Law.
Subsection added OGF 08-13-2009
VI. Associations and companies, as well as the groups of individuals who raise funds exclusively from
their associates, partners or members, respectively, for their placement amongst them, who meet
the following requirements:
a)
The placement and delivery of the funds raised by the associations and companies, as well
as by the aforesaid group of individuals, may only be made through a person that is a
member of the association, Company or group of individuals;
b)
Their assets may not exceed 350,000 UDIS, and
c)
They shall refrain from promoting fund raising to undetermined individuals or through mass
media.
Subsection added OGF 08-13-2009
Issuers provided in subsection II, who use funds resulting from the placement to grant credit, shall
abide by the general provisions that, as the case may be, the National Banking and Securities
Commission issues on the subject of financial, administrative, economic, accounting and legal information,
which shall be made known to the public in terms of the Securities Market Law.
Paragraph added OGF 11-30-2005
The penultimate paragraph is repealed
Paragraph added OGF 06-09-1992. Amended OGF 07-23-1993. Repealed OGF 07-18-2006
Penultimate paragraph, repealed by OGF 07-18-2006, which shall continue in force until July 18, 2013:
Entities indicated in subsection IV of this article, shall have at all times a Mexican majority interest in their capital stock,
and they shall abide in every case by the rules issued by the Secretariat for that purpose and by the provisions issued by Bank
of Mexico with respect to their operations, as well as to the inspection and surveillance of the National Banking Commission.
The last paragraph is repealed
Paragraph amended OGF 06-09-1992, 04-30-1996. Repealed OGF 07-18-2006
Last paragraph, repealed by OGF 07-18-2006, which shall continue in force until July 18, 2013:
The articles of incorporation of the limited scope financial institutions and any amendment thereof shall be submitted to
the prior approval of the Secretariat of Finance and Public Credit. Once the articles of incorporation or their amendments have
been approved, they shall be registered in the Public Registry of Commerce.
Article 104.- When the National Banking Commission considers that an individual or entity is carrying
nd
out operations in violation to the provisions of articles 2 or 103 of this Law, or is acting as trustee without
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being authorized to such effect by Law, it may appoint an inspector and the assistants required to review
the accounting and other documents of the business, enterprise or establishment of the individual or
entity, to verify if the aforementioned operations are being actually made, in which case, the National
Banking Commission may order the immediate suspension of operations or proceed to the closing down
of the business, enterprise or establishment of the individual or entity in question.
The inspection, suspension of operations and closing down procedure set forth in the previous
paragraph are matters of public interest. The provisions of Chapter II of Title Seventh of this Law shall be
applicable in the relevant parts.
Article amended OGF 06-09-1992, 07-23-1993
Article 105.- The words “bank”, “credit”, “savings” “trustee” and other words that express similar ideas
in any language, which may lead to infer the practice of banking and credit, may not be used in the names
of entities or establishments other than credit institutions.
The provisions of the preceding paragraph shall not be applicable to members of the Mexican Banking
th
System; to foreign banks and financial entities, as well as to the companies indicated in articles 7 , 88 and
89 of this Law; to those provided in the Regulatory Law of Article 123, Section XIII Bis, Part B of the
Mexican Constitution and to the associations of credit institutions or other persons authorized by the
Secretariat of Finance and Public Credit.
Article 106. - Credit institutions shall be banned from:
I.
Repealed.
Subsection repealed OGF 02-01-2008
II.
Repealed.
Subsection amended OGF 06-24-2002, 06-13-2003. Repealed OGF 02-01-2008
III.
Granting, as collateral, any credit instruments they issue, accept or keep in treasury;
IV.
Operating directly or indirectly with instruments representing their capital stock, except as
provided in the last paragraph of articles 19 and 38 of this Law and in Chapter IV, Title Second
of the Bank Savings Protection Law, as well as granting credits for the acquisition of such
instruments;
Subsection amended OGF 04-30-1996, 06-04-2001
V.
Entering into transactions with and providing services to their customers, under terms and
conditions which significantly differ from prevailing market conditions at the time of their
execution, from the institution’s general policies, and from sound banking practices;
VI.
Repealed.
Subsection repealed OGF 02-01-2008
VII.
Accepting or paying documents or certifying checks that are overdrawn, except in the case of
opening of a credit line;
VIII.
Undertaking responsibilities and obligations on behalf of third parties, other than those provided
in subsection VIII of article 46 of this Law and with the exception provided in the following
subsection;
IX.
Repealed.
Subsection repealed OGF 02-01-2008
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X.
Securing the performance of obligations resulting from direct debit documents, by setting their
domicile for payments or notices. This provision shall be stated in the text of the documents in
which the conventional domicile is stated;
XI.
Trading goods of any kind, except for transactions in gold, silver and currencies that they may
carry out in terms of this Law and of the Bank of Mexico Internal Organization Law;
XII.
Having an interest in corporations that are not limited liability companies and exploiting on their
own, commercial or industrial establishments or rural properties, without prejudice of their
powers to hold bonds, obligations, shares or other negotiable instruments of such
establishments as provided in this Law. The National Banking and Securities Commission, may
authorize such institutions through general provisions, to continue their provisional exploitation
when they receive the foregoing in payment of credits or to secure credits already extended, in
which case the credit institution in question, shall enter the accounting registries and make the
maximum value assessment which the Commission itself establishes for these cases under the
provisions of articles 99 and 102 of this Law.
Subsection amended OGF 02-01-2008
XIII.
Repealed.
Subsection amended OGF 12-23-1993, 06-04-2001. Repealed OGF 02-01-2008
XIV. Repealed.
Subsection repealed OGF 02-06-2008
XV.
Repealed.
Subsection amended OGF 06-04-2001. Repealed OGF 02-01-2008
XV Bis. Repealed.
Subsection added OGF 06-04-2001. Repealed OGF 02-01-2008
XV Bis 1. Prepaying obligations payable by such institutions arising from the issuance of bank bonds,
unless they meet the requirements stated, to that effect, in article 63 of this Law;
Subsection added OGF 04-06-2001
XV Bis 2. Prepaying obligations payable by such institutions, arising from the issuance of subordinated
debentures unless the institution meets the requirements stated, to that effect, in article 64 of
this statute;
Subsection added OGF 06-04-2001
XVI. To acquire directly or indirectly, any instruments or securities issued or accepted by such
institutions, subordinated debentures issued by other credit institutions or holding companies; as
well as reacquiring credits payable by third parties which they may have been assigned, except
in the case of the transactions provided in article 93 of this Law;
Subsection amended OGF 04-06-2001
XVII. Granting credits and loans collateralized with:
a)
The liabilities set forth in subsection IV of article 46 of this Law, payable by such
institutions, by any credit institution or by holding companies;
Subparagraph amended OGF 04-06-2001
b)
Rights on trusts, agencies or commission agencies, which, in turn have as their purpose,
the liabilities mentioned in the preceding subparagraph;
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c)
Last Amendment OGF 05-25-2010
Shares of commercial banks or holding companies of financial groups, owned by any
person holding five percent or more of the capital stock of the institution or company in
question.
In case of shares other than those indicated in the preceding paragraph, representing the
capital stock of credit institutions, holding companies or any financial entity, such
institutions shall give a thirty-day prior notice to the Secretariat of Finance and Public
Credit;
Subparagraph added OGF 04-30-1996. Amended OGF 06-04-2001
XVIII. Entering into operations or offers on their own or on behalf of third parties, to their depositors for
the acquisition of goods or services in which it is stated that, in order to avoid charges on such
concepts, the depositors must express their disagreement;
Subsection amended OGF 06-04-2001
XIX. In the performance of the operations provided in subsection XV of article 46 of this Law:
a)
Repealed.
Subparagraph repealed OGF 02-01-2008
b)
Answering to settlors, principals or principals under a commission agency, for the default
of the debtors, for credits granted, or of the issuers, for any securities that are acquired,
unless it is by cause of the institution’s default, according to the provisions of the final part
of article 391 of the Credit Instruments and Operations General Law, or guaranteeing any
returns for the funds which investment is entrusted to them.
If upon termination of the trust, agency or commission agency constituted for the granting
of credits, such credits have not been liquidated by debtors, the institution shall transfer
them to the settlor or trust beneficiary, as the case may be, or to the principal or principal
under a commission agency, refraining from paying the amount of such credits.
The trust, agency or commission agency agreements shall include, in a notorious manner,
the provisions of this subparagraph and a statement by the trustee indicating it
unequivocally explained the contents of such agreement to persons from whom he
received the goods or rights to be transferred to the trust ;
Subparagraph amended OGF 06-13-2003
c)
Acting as trustees, attorneys-in-fact or commission agents under a trust, agencies or
commission agencies, respectively, whereby funds are raised directly or indirectly from
the public, through any act causing direct or contingent liabilities, except in case of trusts
constituted by the Federal Government through the Secretariat of Finance and Public
Credit, and of trusts whereby securities registered in the National Registry of Securities
are issued according to the provisions of the Securities Market Law;
Subparagraph amended OGF 06-13-2003
d)
Performing the trusts, agencies or commission agencies set forth in the second paragraph
of article 88 of the Investment Companies Law;
Subparagraph amended OGF 06-13-2003
e)
Acting in trusts, agencies or commission agencies through which limitations or
prohibitions established in financial laws are avoided;
Subparagraph added OGF 06-13-2003
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f)
Last Amendment OGF 05-25-2010
Using funds or securities of the trusts, agencies or commission agencies intended for the
granting of credits, in which the trustee has discretionary powers in the granting thereof to
carry out transactions whereby any of the following persons becomes or may become a
debtor; its trust officers; the members of the board of directors or managing board, as the
case may be, whether regular or alternate directors, incumbent or non-incumbent; the
employees and officers of the institution; the regular or alternate examiners, incumbent or
non-incumbent; the external auditors of the institution; the members of the technical
committee of the respective trust; the ascendants or descendants in the first degree or the
spouses of the aforesaid persons, the companies in which board such persons or the
same institutions have a majority, as well as any other persons indicated, through general
provisions, by the Bank of Mexico;
Subparagraph added OGF 06-13-2003. Amended OGF 02-01-2008, 02-06-2008
g)
Managing rural properties, unless they have received the administration in order to
distribute the estate among heirs, legatees, associates or creditors, or to pay an obligation
or to guarantee the performance thereof with the value of such rural property or its
proceeds, and in such cases the administration shall not exceed a period of two years,
except in cases of production trusts or guarantee trusts, and
Subparagraph added OGF 06-13-2003. Amended OGF 02-06-2008
h)
Entering into trusts that manage amounts of money periodically contributed by groups of
consumers composed by marketing systems, intended for the acquisition of specific
goods or services, of the kind set forth in the Federal Consumer Protection Law.
Subparagraph added OGF 02-06-2008
Any covenant contrary to the provisions of the preceding subparagraphs shall be null and void.
Paragraph added OGF 06-13-2003
XX.
Disclosing, for any purpose, including for marketing of products or services, any information
obtained due to entering into any transactions with customers, unless they have the explicit
consent of the respective customer, which consent shall be written down in a special section
within the documents whereby the operation or service is contracted with the credit institution,
and provided that, such consent is in addition to the one regularly required by the institution for
entering into the transaction or service requested. In no event, shall the granting of such consent
constitute a condition to contract such transaction or service, and
Subsection added OGF 06-04-2001. Amended OGF 02-01-2008, 06-25-2009
XXI. Carrying out any unauthorized transactions under the provisions of the third paragraph of article
46 of this Law.
Subsection added OGF 02-01-2008
Penultimate paragraph. - Repealed.
Paragraph amended OGF 02-15-1995, 06-04-2001. Repealed OGF 02-01-2008
Last paragraph. - Repealed.
Paragraph added OGF 02-15-1995. Amended OGF 06-04-2001. Repealed OGF 02-01-2008
Article 106 Bis.- The legal transactions contravening the provisions of this Law or to the provisions
arising therefrom, as well as the conditions that, in particular, are established in the authorizations issued
to commercial banks to be organized and to operate under such legal capacity and in any other
administrative acts, shall cause the imposition of the corresponding administrative and criminal penalties,
but said contraventions shall not annul any such acts, in order to protect third parties in good faith, except
as otherwise provided hereunder.
Article added OGF 02-01-2008
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CHAPTER II
On Administrative Sanctions
Article 107.- The use of the words mentioned in article 105 of this Law, in the name of entities and
establishments other than those authorized to that effect under the same article, shall be penalized by the
National Banking Commission with a fine in an amount which shall not be less than one hundred times the
daily minimum wage in force in the Federal District nor shall it exceed five thousand times the daily
minimum wage in force in the Federal District, and the respective company shall be administratively
closed down by the Commission until its name has been changed.
Article 107 Bis. The National Banking and Securities Commission and the National Commission for
the Protection and Defense of Users of Financial Services, within the scope of their respective competent
jurisdictions, shall take into account the following aspects, to determine if the administrative infraction
committed in terms of the provisions of this Law, is to be considered serious:
Paragraph amended OGF 06-25-2009
I. The impact that such infraction may have in the Mexican Banking System;
II. The amount of the loss or pecuniary damage caused;
III. The existence of a profit obtained in an illegitimate manner;
IV. The nonperformance of the honorability requirements imposed by the Law and the general
provisions arising therefrom, by the infractor;
V. The gross negligence or fraud under which the infractor has acted, or
VI. Any other circumstances which the National Banking and Securities Commission and the National
Commission for the Protection and Defense of Users of Financial Services consider applicable for such
purposes.
Subsection amended OGF 06-25-2009
Article added OGF 02-01-2008
Article 108. - The infractions to this Law or to the provisions issued based on it by the Secretariat of
Finance and Public Credit or the National Banking and Securities Commission shall be penalized with an
administrative fine that shall be imposed by the aforesaid Commission, at a rate of the daily minimum
wage in force in the Federal District, according to the following provisions:
I.
A fine from 200 to 2,000 times the daily minimum wage:
a)
To any credit institutions, public trusts constituted for economic promotion by the Federal
th
Government, as well as to the persons set forth in articles 7 , 88, 89 and 92 of this Law, who
do not provide, within the terms established for such purposes, the information or documents
set forth in this Law or in the provisions arising therefrom, as well as for not providing the
information required by the Secretariat of Finance and Public Credit or by the National
Banking and Securities Commission.
b)
To credit institutions that fail to perform the obligations set forth in article 96 of this Law or in
the provisions set forth in such article.
c)
To credit institutions or the persons set forth in article 88 of this Law, for not providing the
monthly, quarterly or annual financial statements, within the terms established in this Law or
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in the provisions arising therefrom for such purposes. Furthermore, to the aforementioned
institutions, for failing to publish the quarterly or annual financial statements, within the
periods established in this Law, or in the provisions arising therefrom for such purposes.
II.
III.
d)
To independent external auditors and other professionals or experts that prepare or provide
th
reports or opinions to the credit institutions and to the persons set forth in articles 7 , 88, 89
and 92 of this law, who incur in violations to this Law or to the provisions arising therefrom to
such effects.
e)
To credit institutions that fail to comply with the provisions of article 101 of this Law or the
provisions referred in such article.
f)
To credit institutions that fail to comply with the provisions of article 95 of this Law, as well as
to the provisions arising therefrom.
g)
To shareholders of commercial banks that, in violation of the provisions of article 12 of this
Law, fail to pay in cash the shares of commercial banks that they subscribe.
h)
To commercial banks that fail to submit to approval, their articles of incorporation or any
amendment thereof. To any persons who fail to comply with the provisions of article 14 of this
Law. To the commercial banks that fail to inform with respect to the acquisition of shares set
forth in articles 13, 17, 45-G and 45-H of this Law, in violation of the provisions of article 18 of
such legal statute.
i)
To credit institutions, as well as other entities regulated by this Law, failing to comply with any
of the provisions referred in article 96 Bis thereof.
A fine from 1,000 to 5,000 times the daily minimum wage:
a)
To credit institutions that, in violation of the provisions of article 12 of this Law, fail to maintain
in deposit their shares in any of the securities depository institutions regulated by the
Securities Market Law.
b)
To the director of any commercial bank that, in violation of the provisions of article 23 of this
Law, fails to excuse itself from participating in the deliberation or from voting any issue which
implies a conflict of interests.
c)
To credit institutions that fail to comply with the obligations provided in article 66 of this Law.
d)
To credit institutions that fail to comply with the obligations provided in article 79 of this Law.
e)
To credit institutions that fail to comply with the provisions of article 99 or 102 of this Law or
the provisions referred in such articles.
A fine from 3,000 to 15,000 times the daily minimum wage:
a)
To credit institutions that fail to comply with the provisions of article 93 of this Law or the
provisions referred in such article.
b)
To credit institutions that fail to comply with the provisions of article 99-A of this Law.
c)
To commercial banks that fail to comply with the provisions of article 19 of this Law, as well
as the provisions referred in such article.
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Last Amendment OGF 05-25-2010
d)
To credit institutions and other persons regulated by this Law who oppose or hinder the
exercise of the powers that such Law and other applicable provisions conferred to the
Secretariat of Finance and Public Credit or to the National Banking and Securities
Commission. Asserting the defenses provided by law shall not be understood as hindering
and, in any case, the infractor must be heard prior to the imposition of a penalty.
e)
To persons who acquire shares from a commercial bank, in violation of the provisions of
articles 13, 17, 45-G and 45-H of this Law.
IV. A fine from 5,000 to 20,000 times the daily minimum wage:
a)
To credit institutions that provide news or information on the deposits, services or any type of
transactions in violation of the provisions of article 117 of this Law.
b)
To credit institutions that fail to comply with the preventive or corrective actions ordered by
the National Banking and Securities Commission, in exercise of its powers of inspection or
surveillance matters, except as set forth in subsection V of this article.
c)
To the credit institutions that fail to comply with the provisions of article 50 of this Law as well
as with the provisions arising therefrom.
d)
To the credit institutions that fail to comply with the provisions of article 55 of this Law as well
as with the provisions arising therefrom.
e)
To the credit institutions that fail to comply with the obligations provided in article 65 of this
Law.
f)
To the credit institutions that, upon performing transactions with securities, fail to comply with
the provisions of article 53 of this Law.
g)
To the credit institutions that fail to comply with the guidelines and requirements provided in
articles 73 and 73 Bis of this Law.
h)
To the credit institutions that fail to comply with the provisions of article 76 of this Law or the
provisions referred in such article
i)
Repealed
Subparagraph repealed OGF 06-25-2009
V.
Fine from 20,000 to 100,000 times the daily minimum wage:
a)
To credit institutions that provide, in a fraudulent manner, false, inexact or incomplete
information to the financial authorities, which results in not reflecting the actual financial,
administrative, economic or legal condition of such institution, provided that it is proved that
the chief executive officer or any member of the board of directors of the relevant institution
had knowledge of such action.
b)
To the commercial banks that fail to comply with any of the corrective measures set forth in
articles 134 Bis and 134 Bis 1 of this Law or the provisions arising therefrom.
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The National Banking and Securities Commission may refrain from penalizing the entities and persons
regulated by this Law, provided that it is a case related to the defaulting conducts established in
subsections I and II of this article and that, additionally, it justifies the cause for such inaction and such
defaulting conducts refer to facts, actions or inactions that are neither serious nor constitute an offense or
jeopardize the interests of third parties or of the financial system itself.
Article amended OGF 07-23-1993, 07-22-1994, 06-16-2004, 07-18-2006, 02-01-2008, 02-06-2008
Article 108 Bis. - Violations consisting in carrying out prohibited or unauthorized transactions,
according to this Law and to the provisions arising therefrom, shall be penalized with a fine that shall be
th
imposed, as the case may be, to the credit institutions, as well as to the persons set forth in articles 7 ,
45-A, subsections I and III and 89 thereof, according to the following provisions:
I.A fine from 1% up to 4% of the amount of the transaction in question or, in the event that the amount
of the transaction cannot be determined, a fine from 5,000 to 10,000 times the daily minimum wage, to
credit institutions contravening the provisions of subsections V, VII, VIII, XI, XII, XV Bis 1, XV Bis 2, XVIII,
XIX, subparagraph g, and XX of article 106 of this Law, as well as articles 17, first paragraph, 27, first
paragraph, 27 Bis, first paragraph, 45-H, 45-I, 75, subsection III, 85 Bis, first paragraph, 87, second and
third paragraphs, 88, first paragraph and 89, first paragraph, of such Law.
II.A fine from 5% up to 15% of the amount of the transaction in question or, in the event that the
amount of the transaction cannot be determined, from 10,000 to 30,000 times the daily minimum wage, to
the credit institutions that contravene the provisions of subsections III, IV, X, XVI, XVII and XIX,
subparagraphs b, c, d, e, f and h of article 106 of this Law.
Article added OGF 02-06-2008
Article 108 Bis 1.- Any person who carries out activities, services or transactions without having an
authorization as required hereunder for such purposes, shall be penalized with a fine to be imposed
according to the following provisions:
I. A fine from 1,000 to 5,000 times the daily minimum wage:
a) To entities and establishments other than those authorized to use in their name the words “bank”,
“credit”, “savings”, “trustee” or others that express similar ideas in any language, from which it may be
inferred there is practice of banking and credit, except for those exempted by the second paragraph of
article 105 of this Law; and
b) To entities and establishments other than those authorized to express ideas in their names in any
language, whereby it may be inferred that they are commercial banks, representative offices of foreign
financial entities or affiliated holding companies.
II. A fine from 5,000 to 20,000 times the daily minimum wage:
a) To the representative offices of foreign financial entities that, in violation to the provisions of article
th
7 of this Law, establish themselves in Mexican territory without having the authorization of the Secretariat
of Finance and Public Credit;
nd
th
b) To the person that, in violation of the provisions of 2 , 7 or 103 of this Law, are organized or
operate to raise funds from the public in the domestic market for their placement with the public, through
acts causing direct or contingent liabilities, binding themselves to cover the principal and, if applicable, the
related financial charges of the funds raised;
c) To any persons who, in violation of the provisions of article 45-C of this Law, are organized or
operate as affiliates without having the authorization by the Secretariat of Finance and Public Credit.
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Last Amendment OGF 05-25-2010
Article added OGF 02-06-2008
Article 108 Bis 2. The violations to this Law or to the provisions issued on the grounds thereof by the
National Commission for the Protection and Defense of Users of Financial Services shall be penalized
with an administrative penalty that shall be imposed by the aforesaid Commission, at a ratio of daily
minimum wage days in force for the Federal District, according to the following provisions:
I.
II.
Fine from 200 to 2,000 times the daily minimum wage:
a)
To credit institutions that fail to comply with the provisions set forth in article 48 Bis 5 of this
Law, as well as the provisions arising therefrom, and
b)
To credit institutions that fail to comply with the obligations set forth in article 94 Bis of this
Law or in the provisions referred in such article
A fine from 5,000 to 20,000 times the daily minimum wage to credit institutions that fail to comply
with the provisions of paragraphs third and fourth of article 96 Bis of this Law.
The National Commission for the Protection and Defense of Users of Financial Services may refrain
from penalizing the entities regulated by this Law, provided that it justifies such inaction and that it refers
to facts, actions or inactions that are not serious and that do not constitute a criminal offense or that do not
jeopardize the interests of third parties.
When a credit institution incurs, by an action or inaction, in a violation that is reflected in multiple
transactions or documents, it shall be considered as a single violation for purposes of the penalty.
Article added OGF 06-25-2009
Article 109. - The violation to any other provision of this Law or to the provisions resulting therefrom,
other than those explicitly set forth in any other article of this Law and which do not have a penalty
specifically established in this statute, shall be penalized with a fine from 1,000 to 5,000 times the daily
minimum wage, or from 0.1% up to 1% of its paid-in capital and capital reserves, depending on the nature
of the violation.
Article amended OGF 02-06-2008
Article 109 Bis. - All kinds of evidence shall be admitted in the administrative procedures to impose
the penalties provided in this Law. In case of confessionary evidence by authorities, such confessionary
evidence shall be submitted in writing.
Once the right to be heard established in article 109 Bis 2 of this Law has been enforced or otherwise,
once the motion for review has been filed, only the supervening evidence shall be admitted, provided that
the corresponding resolution has not been issued.
The National Banking and Securities Commission and the National Commission for the Protection and
Defense of Users of Financial Services may gather any pieces of evidence it considers necessary, as well
as agree on the admissibility of the evidence offered. The evidence offered by the interested parties may
only be rejected if it has not been offered according to law, if it is not related to the merits of the case, if it
is inadmissible, unnecessary or contrary to morality or to law. The weighing of the evidence shall be
assessed according to the provisions of the Federal Code of Civil Procedure.
Paragraph amended OGF 06-25-2009
Article added OGF 02-06-2008
Article 109 Bis 1. The powers of the National Banking and Securities Commission and the National
Commission for the Protection and Defense of Users of Financial Services to impose the penalties of
administrative nature as provided in this law, as well as the provisions arising therefrom, shall expire in a
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five year term starting from the business day following the date when the behavior took place or the
premise of the violation was incurred.
Paragraph amended OGF 25-06-2009
The expiration term established in the immediately preceding paragraph shall be interrupted as the
corresponding procedures begin. It shall be understood that the procedure in question has begun when
notice has been served on the alleged infractor of the official communication whereby such infractor is
granted the right to a hearing as provided in subsection I of article 109 Bis 2 of this Law.
In order to compute the amount of the fines in the cases provided in this law at a ratio of daily minimum
wages, the daily minimum wage applicable in the Federal District on the date the penalized conduct takes
place out or the date when the infractor incurred in the premises which have caused the imposition of the
respective penalty, shall be taken as basis.
The fines that the aforesaid Commissions impose shall be paid within the next fifteen business days
following the date when their respective notice was served. In cases where such fines are not paid within
the term established in this paragraph, their amount shall be updated from the month in which such
payment should have been made and until it is made, in the same terms as those established by the
Federal Tax Code for this kind of provisions.
Paragraph amended OGF 06-25-2009
In the event the infractor pays the fines imposed by the aforementioned Commissions within the
fifteen-day term mentioned in the preceding paragraph, a twenty per cent reduction shall be applied,
provided that no means of defense have been filed against such fine.
Paragraph amended OGF 06-25-2009
Article added OGF 02-06-2008
Article 109 Bis 2. The National Banking and Securities Commission and the National Commission for
the Protection and Defense of Users of Financial Services shall, in the imposition of the penalties of an
administrative nature established in this Law, abide by the following provisions:
Paragraph amended OGF 06-25-2009
I.
A hearing shall be granted to the infractor, who, within a ten-business day term from the business
day following the date when the relevant notice becomes effective, shall assert in writing whatever
may be in his own benefit, offer evidence and state arguments. The National Banking and
Securities Commission and the National Commission for the Protection and Defense of Users of
Financial Services, at the request of any interested party, may extend for a single time, the term
set forth in this subsection, for up to the same term; the particular circumstances of the case shall
be considered for such purposes. The notice shall become effective on the business day following
the date when such notice has been served.
Subsection amended OGF 06-25-2009
II.
In case the infractor does not enforce his right to a hearing within the term granted or having
exercised such right he has not have been able to dispel the imputations against him, the
violations charged shall be considered proven and the corresponding administrative penalty shall
be imposed.
III.
To impose penalties the following issues, if applicable, shall be taken into account:
a)
The harm caused to third parties or to the financial system;
b)
The recurrence, the causes originating it and, if applicable, the corrective actions applied to
the alleged infractor. A repeated infractor is the one who has incurred in a violation which has
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been sanctioned and, who again, incurs in the same violation within a period of two years
immediately following the date in which the corresponding resolution became final;
c)
The amount of the operation, and
d)
The intent to incur in such behavior.
Article added OGF 02-06-2008
Article 109 Bis 3. The penalties shall be imposed by the Board of Governors of the National Banking
Commission and by the National Commission for the Protection and Defense of Users of Financial
Services, as the case may be, who may delegate such authority, according to the nature of the violation or
to the amount of the fine, to the chairman or other public officers of such Commissions.
Article added OGF 02-06-2008. Amended OGF 06-25-2009
Article 109 Bis 4. - The National Banking and Securities Commission may impose a fine that may
correspond to the infractor under the premises established in subsections I and II of article 108 of this
Law, or otherwise, only admonish him, taking into consideration the circumstances of each case.
Article added OGF 02-06-2008
Article 109 Bis 5.- The fines established in Chapter II of Title Fifth of this Law may be imposed to the
credit institutions and entities regulated hereunder, as well as on members of the board of directors, chief
executive officers, head officers, officers, employees or persons holding an office, agency, commission
agency or any other legal title that the aforesaid credit institutions grant to third parties for the carrying out
of their operations, who have directly incurred or who ordered the acts which constitute the violation.
Notwithstanding the foregoing, the National Banking and Securities Commission, taking into account the
circumstances of each case, may proceed pursuant to the provisions of article 25 of this Law.
Any fines imposed by the National Banking and Securities Commission and by the National
Commission for the Protection and Defense of Users of Financial Services to credit institutions shall be
enforced by charging the respective amount against the account carried by Bank of Mexico with such
institutions. It shall correspond to the Secretariat of Finance and Public Credit to make effective the fines
to persons other than credit institutions.
Paragraph amended OGF 06-25-2009
Bank of Mexico shall carry out the respective charges when the National Commission for the
Protection and Defense of Users of Financial Services so request it, since these are fines against which
no means of defense are admissible, or the credit institution states in writing to the aforesaid
Commissions, as the case may be, its consent for such charge to be made.
Paragraph amended OGF 06-25-2009
Article added OGF 02-06-2008
Article 109 Bis 6. The National Banking and Securities Commission and the Commission for the
Protection and Defense of Users of Financial Services shall consider as mitigating factor in the imposition
of administrative penalties, when the alleged infractor, spontaneously and previously to the
commencement of the penalty imposition procedure set forth hereunder, reports in writing of the violation
in which he may have incurred to the relevant Commission and corrects the omissions or violations to the
applicable rules and regulations in which he has incurred or, as the case may be, submits before the
corresponding Commission, a correction program that has the purpose of preventing that the credit
institution or, if applicable, the entity regulated by this law, falls, once again, into the infringing conduct.
Furthermore, it shall be considered as a mitigating factor the proof rendered by the alleged infractor before
the Commissions of having indemnified the damage caused, as well as the rendering of information to
support the National Banking and Securities Commission and the Commission for the Protection and
Defense of Users of Financial Services in the exercise of their powers of inspection and surveillance, in
order to set limits to liabilities.
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Article added OGF 02-06-2008. Amended OGF 06-25-2009
Article 109 Bis 7.- The procedures to impose administrative penalties established in this law shall be
commenced regardless of the opinion on the criminal offense that, as the case may be, the National
Banking and Securities Commission issues as provided in article 115 of this legal statute.
Article added OGF 02-06-2008
Article 109 Bis8. In the exercise of their sanctioning powers the National Banking Commission and
Securities Commission and the Commission for the Protection and Defense of Users of Financial
Services, abiding by the guidelines approved by their Board of Governors, must disclose to the general
public, through their Internet web site, the penalties to be imposed for violations to this Law, once such
resolutions have become final or are issues finally adjudged, for such purpose they shall exclusively
indicate the name or corporate name of the infractor, the article violated and the penalty.
Article added OGF 02-06-2008. Amended OGF 06-25-2009
Article 110. Those affected by acts from the National Banking and Securities Commission and the
Commission for the Protection and Defense of Users of Financial Services, as the case may be, which
puts an end to the procedures regarding authorizations, the modification to the models of adhesion
contracts used by the credit institutions or the imposition of administrative penalties, may resort to filing a
motion for review to defend their interests, which filing shall be optional.
Paragraph amended OGF 06-25-2009
The motion for review must be filed in writing within fifteen business days following the date in which
the notice of the respective act becomes effective and it must be submitted to the corresponding Board of
Governors of the relevant Commission, when such act has been issued by said Board or by the chairman
of such Commission, or before the latter in case of acts performed by other public officers.
Paragraph amended OGF 06-25-2009
The writing whereby the motion for review is filed shall contain:
I.
The name, denomination or corporate name of the petitioner;
II.
The designated address to hear and receive all kinds of summons and notices;
III.
The documents evidencing the capacity of the petitioner;
IV. The act being reviewed and the date it was notified;
V.
The grievances caused to him by the action established in subsection IV above, and
VI. The evidence being offered that must be immediately and directly related to the action being
contested.
When the petitioner does not comply with any of the requirements set forth in subsections I to VI of this
article, the National Banking and Securities Commission and the National Commission for the Protection
and Defense of Users of Financial Services, as the case may be, shall advise him in writing and for a
single time, so that he may cure the omission indicated within three business days following the date
when the notice of such issue has become effective and, in case the omission is not cured within the term
stated in this paragraph, such Commission shall consider that the petition has not been filed. If evidence is
omitted it shall be considered as not offered.
Paragraph amended OGF 06-25-2009
Article amended OGF 07-23-1993, 02-06-2008
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Article 110 Bis. - The filing of a motion for review shall suspend the effects of the act being reviewed
in case of fines.
Article added OGF 02-06-2008
Article 110 Bis 1. - The body entrusted to resolve the motion for review may:
I.
Dismiss it for being inadmissible;
II.
Dismissal and non-suit in the following cases:
III.
a)
By the express withdrawal of the petitioner.
b)
By the sudden occurrence of grounds of inadmissibility.
c)
Because the effects of the act being reviewed have ceased.
d)
Others admissible according to law.
Confirm the act being reviewed;
IV. Revoke, totally or partially the act being reviewed, and
V.
Modify or order to restore the act being reviewed or direct or order to issue a new one replacing it.
Administrative acts may not be revoked or amended in the parts not reviewed by the petitioner.
The body entrusted to resolve the motion for review shall do so without the intervention of the public
officer of the National Banking and Securities Commission or of the National Commission for the
Protection and Defense of Users of Financial Services who had ruled on the administrative penalty that
had given rise to the imposition of the relevant motion.
Paragraph amended OGF 06-25-2009
The ruling of the motions for review shall be issued in a term not to exceed ninety business days
following the date the motion was filled, when it must be determined by the chairmen of the Commissions,
as the case may be, or one hundred and twenty business days in case of motions under the jurisdiction of
their Board of Governors.
Paragraph amended OGF 25-06-2009
The National Banking and Securities Commission and the Commission for the Protection and Defense
of Users of Financial Services must provide mechanisms to prevent conflict of interest between the area
issuing the ruling which is subject to the motion and the area deciding such motion.
Paragraph amended OGF 06-25-2009
Article added OGF 02-06-2008
Chapter III
On Notices
Chapter added OGF 02-06-2008
Article 110 Bis 2.- Notices on the requirements, ordinary and special inspection visits, provisional
remedies, requests for information and documents, citations, service of process, resolutions on the
imposition of administrative sanctions or any act that puts an end to the suspension, revocation of
authorizations procedures established hereunder, as well as the acts that deny the authorizations
provided in this law and the administrative resolutions that fall upon the motion for review and to the
cancellation requests filed pursuant to the applicable laws, may be made as follows:
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CHAMBER OF DEPUTIES OF THE HONORABLE CONGRESS OF THE UNION
General Secretariat
Office of Parliamentary Services
Documents, Information and Analysis Center
Last Amendment OGF 05-25-2010
I. Personally, according to the following:
a) In the offices of financial authorities, as provided in article 110 Bis 5 of this Law.
b) At the domicile of the interested party or his representative, in terms of the provisions of articles 110
Bis 6 and 110 Bis 9 of this Law.
c) In any other place where the interested party or his representative are, in the cases established in
article 110 Bis 7 of this Law.
II. By means of an official communication delivered by courier or by registered mail, both with return
receipt requested;
III. Through service of process by publications, in the cases stated in article 110 Bis 10 of this Law, and
IV. By electronic means, in the cases provided in article 110 Bis 11 of this Law.
Regarding the information and documents to be exhibited to the inspectors of the Commission under
an inspection visit, the provisions of the regulations issued by the Federal Executive, on the matter of
surveillance, as provided in article 5, first paragraph of the National Banking and Securities Commission
Law must be applied.
For purposes of this Chapter, shall be understood as financial authorities the Secretariat, the
Commission and Bank of Mexico.
Article added OGF 02-06-2008
Article 110 Bis 3.- The authorizations, revocations of authorizations requested by the interested party
or its representative, the acts resulting from the application processes filed at the request of the interested
party and any acts other than those stated in article 110 Bis 2 of this Law, may be notified through the
delivery of the official communication in which the corresponding act is recorded, in the offices of the
authority serving the notice, obtaining the signature and the name of the person receiving such notice in
the copy thereof.
Likewise, the financial authorities may serve such notices through regular mail, telegram, fax, e-mail or
courier service when the interested party or his representative requests it in writing indicating the
necessary data to receive the notice, leaving evidence in the respective file, of the date and time when
such notice was served.
The acts established in the first paragraph of this article may also be notified through any of the means
established in article 110 Bis 2 of this Law.
Article added OGF 02-06-2008
Article 110 Bis 4.- Notices on investigation visits and on the intervention declaration established
hereunder shall be carried out in a single act and in accordance with the regulations referred in the
penultimate paragraph of article 110 Bis 2 of this Law.
Article added OGF 02-06-2008
Article 110 Bis 5.- Personal notices may be served in the offices of the financial authorities only when
the interested party or its representative visits such offices and express their consent to receive said
notices; for such purposes, whoever is serving the notice shall prepare the appearance reports in
duplicate complying with applicable regulations for this kind of acts.
Article added OGF 02-06-2008
103 de 237
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CHAMBER OF DEPUTIES OF THE HONORABLE CONGRESS OF THE UNION
General Secretariat
Office of Parliamentary Services
Documents, Information and Analysis Center
Last Amendment OGF 05-25-2010
Article 110 Bis 6. - Personal notices may also be served on the interested party or its representative,
at the last address it provided to the corresponding financial authority or at the last address that it
indicated to the authority in the administrative-law proceeding in question, to such end, the appearance
reports established in the penultimate paragraph of this article shall be prepared.
In the event that the interested party or its representative is not found in the aforementioned address,
whoever is serving the notice shall deliver the citation to the person attending the administrative-law
proceedings, indicating thereon to the interested party or its representative to expect and receive the
person serving the notice at the time set forth on the following business day and under warning that if the
person to be notified does not appear at the time and day set, the notice shall be carried out with whoever
receives it, or in the event that such address is closed or that they refuse to receive the respective notice,
shall serve it through process by citation as provided in article 110 Bis 9 of this Law. Whoever serves the
notice shall prepare the appearance reports in the terms provided in the penultimate paragraph of this
article.
The aforesaid citation shall be prepared in duplicate and shall be addressed to the interested party or
to its representative, indicating the place and date of issuance, the date and time set in which must await
for the process server, who must write down its name, title and signature in such citation, the purpose for
the appearance and the respective official warning, as well as the name and signature of the person
receiving it. In the event that such person refuses to sign it, such circumstance shall be written down in the
citation, without this affecting its validity.
On the day and hour set to carry out the administrative proceedings concerning the citation, the person
in charge of carrying it out shall appear at the corresponding address, and if the person cited is present,
shall make the appearance reports in the terms set forth in the penultimate paragraph of this article.
In the event that the person being cited were not present, the notice shall be served on any person
found at the address where the administrative-law proceeding is carried out; for such purpose the
appearance reports shall be made as provided in this article.
In any case, the person serving the notice shall prepare in duplicate the appearance reports in which
shall record, in addition to the circumstances previously indicated, its name, title and signature, that has
assured that appeared to act at the required address, that served notice on the interested party, its
representative or the person who attended the proceedings, previously identifying itself before such
persons, handing the official communication in containing the administrative act to be notified, shall also
evidence for the records the appointment of the witnesses, the place, time and date in which it is drafted,
the identification data of the aforesaid official communication, the means of identification exhibited, the
name of the interested party, legal representative or person attending the proceedings and the designated
witnesses. If the person who intervenes refuses to sign or to receive the notice appearance reports, such
circumstance shall be registered in the appearance reports, without this affecting its validity.
For the appointment of witnesses, whoever is serving the notice shall require the interested party or its
representative or person attending the proceedings to designate them; in case of refusal or in the event
the witnesses appointed do not accept such appointment, then the process server shall designate them.
Article added OGF 02-06-2008
Article 110 Bis 7. - In the event that the process server appears to request the attendance of the
interested party or its representative at the address established in the first paragraph of article 110 Bis 6 of
this Law, and the person appearing to attend said proceedings denies that such address corresponds to
said interested party or of its representative, the process server shall prepare the appearance reports to
evidence such circumstance. Such appearance reports must comply, in all relevant portions, with the
requirements provided in the penultimate paragraph of article 110 Bis 6 of this legal statute.
104 de 237
Credit Institutions Law
CHAMBER OF DEPUTIES OF THE HONORABLE CONGRESS OF THE UNION
General Secretariat
Office of Parliamentary Services
Documents, Information and Analysis Center
Last Amendment OGF 05-25-2010
In the case provided herein, the process server may serve the personal notice at any place where the
interested party or its representative is present. For purposes of such notice, the process server shall
prepare the appearance reports where shall evidence that the person being served notice is personally
known to it or that has identified such person by two witnesses, in addition to entering in writing, in the
relevant parts thereof, the requirements provided in the penultimate paragraph of aforesaid article 110 Bis
6, or otherwise shall serve such notice with a certifying public officer.
Article added OGF 02-06-2008
Article 110 Bis 8. - Notices served through official communication delivered by means of courier
service or registered mail, with return receipt requested, shall become effective the business day following
the date recorded as the receipt date in such acknowledgment of receipt.
Article added OGF 02-06-2008
Article 110 Bis 9. - In case that on the day and hour set forth in the notice delivered as provided in
terms of article 110 Bis 6 of this Law, the process server finds the corresponding address closed or
otherwise, if the interested party, its representative or whoever attends the proceedings refuses to receive
the official communication subject of the notice, the process server shall make effective the official
warning stated in the aforesaid notice. For such purpose the process server shall serve the notice by
citation which shall put in a visible place of the address, attaching the official communication in which the
act to be notified is recorded, before the presence of two witnesses that shall designates to such effect.
The service of notice by citation hereinbefore referred shall be made in duplicate and shall be
addressed to the interested party or its representative. In such process by citation the circumstances
whereby it became necessary to serve the notice by such means shall be registered, the place and date
of issuance; the name, title and signature of the process server; the name, identification data and
signature of the witnesses; the reference that whoever served such notice assured itself that it presented
and appeared at the address, and the identification data of the official communication containing the act to
be so notified.
The process by citation shall be considered proof of the existence of the acts, actions or inactions
contained therein.
Article added OGF 02-06-2008
Article 110 Bis 10. - Notices by publication shall be served in cases when the interested party has
disappeared, has died, or its address is unknown or it is impossible to locate it, and there is no known
representative or address in Mexican territory or is abroad without having left a representative.
To such effects, a summary of the respective official communication shall be published three
consecutive times in a national newspapers of broad circulation, notwithstanding that the financial
authority that notifies the service of process by publication in the website on the worldwide net "Internet"
corresponding to the financial authority that is notifying; indicating that the original official communication
is available at the address that shall also established in such service of process by publication.
Article added OGF 02-06-2008
Article 110 Bis 11. - Notices through electronic means, with acknowledgement of receipt may be
served provided that the interested party or its representative has accepted it or expressly requested it in
writing to the financial authorities through the automatized systems and secure mechanisms established
in such notices.
Article added OGF 02-06-2008
Article 110 Bis 12.- Any notices not served according to this Chapter, shall be considered legally
served and shall become effective the business day following the date when the interested party or its
representative state they are aware of its contents.
105 de 237
Credit Institutions Law
CHAMBER OF DEPUTIES OF THE HONORABLE CONGRESS OF THE UNION
General Secretariat
Office of Parliamentary Services
Documents, Information and Analysis Center
Last Amendment OGF 05-25-2010
Article added OGF 02-06-2008
Article 110 Bis 13.- For purposes of this Law it should be considered as the address to hear and
receive notices related to acts pertaining to the performance of their duties as members of the board of
directors, chief executive officers, examiners, directors, managers, officers, trust officers, directors holding
a position in the hierarchy immediately below the one of the chief executive officer, and other persons that
may bind with their signature the companies regulated by this law, the place where the company to which
they render their services is located, except that such persons indicate in writing to the Commission
another address, which must be located within Mexican territory.
In the premises set forth in the preceding paragraph, the notice may be served with any of the persons
who are present at the aforesaid address.
For purposes of this article, it shall be considered as the address of the company the last domicile that
has provided to the Commission or the proceeding in question.
Article added OGF 02-06-2008
Article 110 Bis 14. - The notices referred in this chapter shall become effective the business day
following when:
I. They were personally served;
II. The respective official communication provided in articles 110 Bis 2 and 110 Bis 11 has been
delivered;
III. The last publication established in article 110 Bis 10 has been carried out, and
IV. It has been carried out through regular mail, telegram, fax, electronic means or courier service.
Article added OGF 02-06-2008
Chapter IV
On Criminal Offenses
Chapter relocated OGF 02-06-2008 (it is repositioned, formerly Chapter III)
Article 111. - The Individuals, directors, officers and administrators of entities who carry out operations
nd
in violation of the provisions of articles 2 or 103 of this Law shall be penalized with a five to fifteen-year
prison term and a fine of five hundred to fifty thousand times the daily minimum wage in force in the
Federal District.
Article amended OGF 06-09-1992, 05-17-1999
Article 111 Bis. - Persons who on their own or through another person or by means of commercial
names, through any means of advertising represent themselves before the public as an intermediary or
financial entity without having the authorization to be incorporated, perform, be organized or operate in
such capacity, as the case may be, issued by the authority of competent jurisdiction, shall be penalized
with one to six years prison term.
Article added OGF 02-06-2008
Article 112.- When the amount of the operation, loss or patrimonial damage, as the case may be,
does not exceed the equivalent of two thousand times the daily minimum wage the penalty shall be a
prison term of three months to two years and a fine of thirty to two thousand times the daily minimum
wage.
106 de 237
Credit Institutions Law
CHAMBER OF DEPUTIES OF THE HONORABLE CONGRESS OF THE UNION
General Secretariat
Office of Parliamentary Services
Documents, Information and Analysis Center
Last Amendment OGF 05-25-2010
When the amount of the operation, loss or patrimonial damage, as the case maybe, exceeds the
equivalent of two thousand and not fifty thousand times the daily minimum wage; the penalty shall be a
two to five year prison term and a fine of two thousand to fifty thousand times the daily minimum wage.
When the amount of the operation, loss or patrimonial damage, as the case maybe, exceeds the
equivalent of fifty thousand but not three hundred and fifty thousand times the daily minimum wage, the
penalty shall be a five to eight year prison term and a of fifty thousand to two hundred and fifty thousand
times the daily minimum wage.
When the amount of the operation, loss or pecuniary damage, as the case maybe, exceeds the
equivalent of three hundred and fifty thousand times the daily minimum wage, the penalty shall be a
prison term from eight to fifteen years and a fine of two hundred and fifty thousand to three hundred and
fifty thousand times the daily minimum wage.
Considering the amount of the operation, loss or pecuniary damage, the penalties established in this
article shall be imposed to:
I.
Persons who for purposes of obtaining a credit, provide to a credit institution false data concerning
the amount of assets or liabilities of an entity, individual or corporate entity, if as a consequence
thereof there is a loss or pecuniary damage for the institution;
Those officers, employees or commission agents of third party intermediaries or of construction
companies, real state developers and/or real estate or commercial agents, who participate in the
application and/or processing for the granting of the credit, and who know of the falsehood of the
data concerning the amount of the assets or liabilities of the borrowers, or who directly or
indirectly alter or substitute the information mentioned to hide the real data concerning such
assets or liabilities, shall be penalized with up to an additional half of the penalties set forth in this
article.
Paragraph added OGF 02-06-2008
II.
Persons that to obtain credits from a credit institution, submit appraisals that do not correspond to
reality, resulting in loss or pecuniary damage to the institution as a consequence thereof;
III.
The directors, officers, employees of the credit institution or those who directly intervene in the
authorization or carrying out of operations, knowing that such operations shall result in loss or
patrimonial damage for the institution.
Shall be considered included within the provisions of the preceding paragraph and, consequently,
shall be subject to the same penalties, any directors, officers, employees of institutions or those
persons, who intervene in the following:
a)
Those who grant credits to companies organized for the purpose of obtaining financing from
credit institutions, knowing that such companies have not contributed the capital stated in the
corresponding articles of incorporation;
b)
Those who grant credits to one or several individuals or entities in order to release a debtor
who has become insolvent, by replacing in the books of the relevant institution certain assets
for others;
c)
Those who grant credits to individuals or entities knowing of their insolvency, if it was
foreseeable, at the time the operation was carried, that they lacked the economic capacity to
pay or to respond for the sum of the amounts borrowed, resulting in loss or pecuniary
damage for the institution;
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General Secretariat
Office of Parliamentary Services
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d)
Last Amendment OGF 05-25-2010
Those who renew credits, which are due in whole or in part to the individuals or entities
referred in the preceding paragraph, if it was foreseeable at the time the transaction was
carried out, that they lacked the economic capability to pay or to respond for the sum of the
amounts borrowed, resulting in loss or pecuniary damage for the institution, and
Subparagraph amended OGF 02-01-2008
e)
Those who knowingly allow a debtor to divert the amount of the credit in its own benefit or to
the benefit of third parties, and which result in loss or patrimonial damage to the institution;
For purposes of the provisions of the first paragraph of this subsection, it shall not be considered
that transactions carried out, as part of payment operations restructuring processes carried out in
terms of article 65 of this Law, cause a loss or pecuniary damage to the institution.
Paragraph added OGF 02-01-2008
IV. The debtors who do not apply the amount of the credit to the purposes agreed, and as a
consequence thereof, a loss or pecuniary damage is caused to the institution, and
V.
The borrowers who divest a credit granted by any other credit institution to purposes other than
those for which it was granted, if such purpose was determinant for the granting of the credit
preferential conditions.
Article amended OGF 05-17-1999
Article 112 Bis. - A three to nine year prison term and a fine from the equivalent of thirty thousand to
three hundred thousand times the daily minimum wage shall be imposed, with respect to credit cards,
debit cards, checks, formats or fill-out-forms of checks or in general any other payment instrument, of the
kind used or issued by domestic or foreign credit institutions, to anyone who without a legitimate cause or
without the consent of the person empowered to that effect:
I.
Produces, manufactures, reproduces, introduces into the country, prints, transfers, even for free,
trades or alters, any of the objects referred in paragraph first of this article;
II.
Acquires, possesses, holds, uses or distributes any of the objects referred in paragraph first of this
article;
III.
Obtains, trades or uses the information of customers, accounts or transactions of the credit
institutions issuing any of the objects referred to in paragraph first of this article;
IV. Alters, copies or reproduces the magnetic band or the electronic means of identification, optic or
of any other technology, of any of the objects referred to in paragraph first of this article;
V.
Removes, copies or reproduces information contained in any of the objects mentioned in
paragraph first of this article, or
VI. Possesses, acquires, uses or markets equipment or electronic means, optic or of any other
technology to remove, copy or reproduce information contained in any of the objects established
in paragraph first of this article, with the purpose of obtaining economic resources, confidential or
non-public information.
Article added OGF 05-17-1999. Amended OGF 06-26-2008
Article 112 Ter.- A three to nine years prison term and a fine from the equivalent of thirty thousand to
three hundred thousand times the daily minimum wage shall be imposed to anyone who possesses,
108 de 237
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CHAMBER OF DEPUTIES OF THE HONORABLE CONGRESS OF THE UNION
General Secretariat
Office of Parliamentary Services
Documents, Information and Analysis Center
Last Amendment OGF 05-25-2010
acquires, uses, markets or distributes, any of the objects established in article 112 of this Law, knowing
that they are altered or forged.
Article added OGF 06-26-2008
Article 112 Quáter. - A three to nine years prison term and a fine from the equivalent of thirty
thousand to three hundred thousand times the daily minimum wage shall be imposed to anyone who
without a legitimate cause or without the consent of the person empowered for such purposes:
I.
Accesses the equipment or electronic means, optic or of any other technology of the Mexican
banking system, to obtain economic funds, confidential or non-public information, or
II.
Alters or modifies the operating mechanism of the equipment or electronic means, optic or of any
other technology for cash withdrawal of users of the Mexican banking system to obtain economic
funds, confidential or non-public information.
Article added OGF 06-26-2008
Article 112 Quintus.- The corresponding sanction may be increased up to an additional half, if the
person who incurs in the acts stated in articles 112 Bis, 112 Ter y 112 Quater have the capacity as
director, officer, employee or service provider of any credit institution, or carries out such conduct within
two years following his removal from any of such positions, or if he is the owner or employee of any
commercial entity which receives as consideration in exchange for goods or services payment through
any of the instruments mentioned in article 112 Bis.
Article added OGF 06-26-2008
Article 113.- A two to ten years prison term and a fine of five hundred to fifty thousand times the daily
minimum wage shall be imposed to directors, officers or employees of credit institutions or to whoever
intervenes directly in the extension of the credit:
I.
Who omit or order to omit registering in terms of article 99 of this Law, the transactions carried out
by the institution in question, or who alter or order to alter the books to hide the true nature of the
transactions carried out, affecting the composition of the assets, liabilities and contingent accounts
or earnings;
Subsection amended OGF 02-06-2008
II.
Who submit to the National Banking and Securities Commission false or altered data, reports or
documents on the debtor’s solvency or on the value of the guarantees protecting such credits;
Subsection amended OGF 02-06-2008
III.
Who, knowing of the untruthfulness on the amounts of the assets or liabilities, grant the credit;
Subsection amended OGF 02-06-2008
IV. Who, knowing of the flaws stated in subsection II of article 112 of this Law, grant the credit, if the
amount of the alteration would have been determinant to grant such credit;
Subsection amended OGF 02-06-2008
V.
Who provide or allow that false data be included in the documents, reports, certificates, opinions,
surveys or credit rating, that must be submitted to the National Banking and Securities
Commission in compliance with the provisions of this Law;
Subsection added OGF 02-06-2008
VI. Who destroy or order to destroy total or partially, the accounting systems or records or the
supporting documents giving rise to the respective accounting entries, prior to the expiration of the
conservation legal periods, and
Subsection added OGF 02-06-2008
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CHAMBER OF DEPUTIES OF THE HONORABLE CONGRESS OF THE UNION
General Secretariat
Office of Parliamentary Services
Documents, Information and Analysis Center
Last Amendment OGF 05-25-2010
VII. Who destroy or order to destroy, total or partially, the information, documents or files, even
electronic, with the purpose of preventing or obstructing the supervision and surveillance actions
of the National Banking and Securities Commission.
Subsection added OGF 02-06-2008
Article amended OGF 05-17-1999
Article 113 Bis.- A three to ten years prison term or a fine of five hundred to thirty thousand times the
daily minimum wage shall be applied to anyone who in an unduly manner uses, obtains, transfers or in
any other form disposes of the funds or securities of customers of credit institutions.
If the persons committing the criminal offense described in the previous paragraph are officers or
employees of credit institutions or third parties not involved but with authorized access by such institutions
to their systems, the penalty shall be of a three to fifteen years prison term and a fine of one thousand to
fifty thousand times the daily minimum wage.
Article added OGF 05-17-1999
Article 113 Bis 1.- The directors, officers, examiners or employees of a credit institution who incite or
order officers or employees of the institution to commit the criminal offenses established in subsection III,
of article 112 and articles 113 and 113 Bis, shall be penalized for up to an additional half of the penalties
set forth in the respective articles.
Article added OGF 05-17-1999
Article 113 Bis 2.- The public officers of the National Banking and Securities Commission shall be
penalized with the penalty established for the corresponding criminal offenses plus an additional half, in
the event of dealing with the criminal offenses set forth in articles 111 to 113 Bis and 114 of this Law,
which:
a)
Hide from the knowledge of their superiors, facts that may likely constitute a criminal offense;
b)
Allow that the officers or employees of the credit institution alter or modify records with the
purpose of hiding facts that may likely constitute a criminal offense;
c)
Obtain or pretend to obtain a benefit in exchange from refraining to inform their superiors facts
that may constitute a criminal offense;
d)
Order or incite their subordinates to alter reports with the purpose of hiding facts that may
probably constitute a criminal offense, or
e)
Incite or order not to submit the relevant petition, to whoever is empowered to such effect.
Article added OGF 05-17-1999
Article 113 Bis 3. - A three to fifteen years prison term shall be applied to the member of the board of
directors, officer or employee of a credit institution who offers on his own or through an undisclosed agent
money or anything else to a public officer of the National Banking and Securities Commission, to do or to
omit a specific act pertaining to his duties.
The same penalty shall be imposed on the public officer of the National Banking and Securities
Commission, who on his own or through an undisclosed agent requests for itself or anyone else money or
anything else, to carry out or to omit carrying out any act pertaining to his duties.
Article added OGF 05-17-1999
Article 113 Bis 4. - A two to seven years prison term shall be applied to anyone who having been
removed, suspended or disqualified, by final resolution from the National Banking and Securities
110 de 237
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CHAMBER OF DEPUTIES OF THE HONORABLE CONGRESS OF THE UNION
Last Amendment OGF 05-25-2010
General Secretariat
Office of Parliamentary Services
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Commission, as provided in article 25 of this Law, continues performing the duties from which he has
been removed or suspended or otherwise, holds a job, position or agency, within the Mexican financial
system, in spite of being suspended or disqualified thereto for.
Article added OGF 07-06-2006. Amended OGF 02-06-2008
Article 114.- The directors, officers or employees of credit institutions that, regardless of the charges
and interest set by the institution, on their own or through an undisclosed agent, unduly receive from
customers any benefit to enter into any operation, shall be penalized with a three month to three years
prison term and a fine of thirty to five hundred times the daily minimum wage, when it is not subject to
valuation or the amount of the benefit does not exceeds the equivalent of five hundred times the daily
minimum wage, at the time that the offense is committed; when the benefit exceeds such amount they
shall be penalized with a two to ten year prison term and a fine of five hundred to fifty thousand times the
daily minimum wage.
Article amended OGF 05-17-1999
Article 114 Bis. - The penalties provided in this Law, shall be reduced to a third part when it is
evidenced that the damage caused has been compensated or that the lost profits have indemnified.
Article added OGF 02-06-2008
Article 115. - In the cases provided in articles 111 to 114 of this Law, the respective proceedings shall
be filed either at the request of Secretariat of Finance and Public Credit, who shall require the previous
opinion of the National Banking and Securities Commission or otherwise, at the request of the credit
institution in question, or of anyone having legal interest thereon.
Paragraph amended OGF 05-17-1999, 02-06-2008
(The second paragraph is repealed).
Paragraph repealed OGF 05-17-1999
The provisions of the articles mentioned in this Chapter, do not exclude the imposition of penalties
under other applicable laws, for the commission of any other criminal offenses.
Credit institutions, shall be obliged, as set forth in general provisions issued by the Secretariat of
Finance and Public Credit, upon hearing the previous opinion from the National Banking and Securities
Commission, in addition to complying with other applicable obligations, to:
Paragraph amended OGF 07-18-2006
Third paragraph, amended by OGF 07-18-2006, which shall continue in force until July 18, 2013:
Credit institutions and limited scope financial institutions, in terms of the general provisions issued by the Secretariat of
Finance and Public Credit, having heard the prior opinion of the National Banking and Securities Commission, shall be
obliged, in addition to complying with other applicable obligations, to:
I.
Establish measures and procedures to prevent and detect any kind of actions, omissions or
operations that may favor, assist, aid or cooperate in the commission of the criminal offenses set
forth in articles 139 or 148 Bis of the Federal Criminal Code, or which may fall in any of the
premises of article 400 Bis of the same Code, and
Subsection amended OGF 06-28-2007
II.
Submit to the Secretariat of Finance and Public Credit, through the National Banking and
Securities Commission, reports on:
a.
The acts, transactions and services that they carry out with their customers and users,
concerning the preceding subsection, and
111 de 237
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CHAMBER OF DEPUTIES OF THE HONORABLE CONGRESS OF THE UNION
Last Amendment OGF 05-25-2010
General Secretariat
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b.
Any act, transaction or service, carried out by the members of the board of directors,
executive officer, officers, employees and attorneys-in-fact that may fall within the premises
set forth in subsection I of this article or that as the case may be, may contravene or impair
the adequate application of the aforesaid provisions.
Paragraph added OGF 11-17-1995. Amended OGF 05-07-1997, 01-28-2004
The reports established in subsection II of this article, according to the general provisions set forth
therein, shall be prepared and submitted considering, at least, the modalities referred for such purpose in
said provisions; the requirements that the acts, transactions and services to be reported must meet as
provided in this article, taking into consideration their amounts, frequency and nature, the monetary and
financial instruments through which they are carried, and the commercial and banking practices observed
at the places where they are carried out; as well as the periodicity and the systems through which the
information shall be transmitted.
Paragraph added OGF 05-07-1997. Amended OGF 01-28-2004
Furthermore, the Secretariat of Finance and Public Credit in the general rules mentioned shall issue
the guidelines on the procedure and criteria that the credit institutions must follow in regards to:
Paragraph amended OGF 17-18-2006
Fifth paragraph, amended by OGF 07-18-2006, which shall continue in force until July 18, 2013:
Furthermore, the Secretariat of Finance and Public Credit in the general rules mentioned shall issue the guidelines on the
procedure and criteria that the credit institutions and the limited scope financial institutions must be followed in regards to:
a.
Adequate knowledge of their customers and users, for which such institutions shall consider
the background, specific conditions, economic or professional activity and the places where
they operate;
b.
The information and documents that such institutions must obtain for the opening of accounts
or the entering into the agreements concerning the operations and services that they provide
and that fully establish the identity of their customers;
Subparagraph amended OGF 07-18-2006
Fifth paragraph subparagraph b., amended by OGF 07-18-2006, which shall continue in force until July 18, 2013:
b.
c.
The information and documents that such credit institutions and limited scope financial institutions must
obtain for the opening of accounts or the entering into of the agreements concerning the operations and
services that they provide and that fully establish the identity of theircustomers;
The manner in which such institutions must safeguard and guarantee the security of the
information and documents regarding the identification of their customers and users or who
have had such capacity, as well as those acts, transactions and services reported according
to this article, and
Subparagraph amended OGF 07-18-2006
Fifth paragraph subparagraph c., amended by OGF 07-18-2006, which shall continue in force until July 18, 2013:
c.
d.
The manner in which such credit institutions and limited scope financial institutions must safeguard and
guarantee the security of the information and documents regarding the identification of their customers and
users or who had been such, as well as the acts, transactions and services reported according to this article,
and
The terms to provide training inside the institutions on the issue subject matter of this article.
The general provisions set forth in this article, shall establish the time periods for their duly
compliance.
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Subparagraph amended OGF 07-18-2006
Paragraph added OGF 05-07-1997. Amended OGF 01-28-2004
Fifth paragraph subparagraph d., amended by OGF 07-18-2006, which shall continue in force until July 18, 2013:
d.
The terms to provide training inside the credit institutions and limited scope financial institutions on the issue
subject matter of this article. The general provisions set forth in this article, shall establish the time periods for
their duly compliance.
Credit institutions must keep, for ten years at least, the information and documents set forth in
subparagraph c) of the preceding paragraph, regardless of the provisions of this or other applicable
statutes.
Paragraph added OGF 05-07-1997. Amended OGF 01-28-2004, 07-18-2006
Sixth paragraph, amended by OGF 07-18-2006, which shall continue in force until July 18, 2013:
Credit institutions and limited scope financial institutions must keep, for ten years at least, the information and documents
set forth in subparagraph c) of the preceding paragraph, regardless of the provisions of this or other applicable statutes.
The Secretariat of Finance and Public Credit shall have the authority to require and obtain, through the
National Banking and Securities Commission, from credit institutions, which shall be obliged to provide it,
any information and documents pertaining to acts, transactions and services set forth in this article. The
Secretariat of Finance and Public Credit shall be authorized to obtain any additional information with the
same purpose from any other persons and to provide information to the competent authorities.
Paragraph added OGF 01-28-2004. Amended OGF 07-18-2006
Seventh paragraph, amended by OGF 07-18-2006, which shall continue in force until July 18, 2013:
The Secretariat of Finance and Public Credit shall be authorized to require and obtain through the National Banking and
Securities Commission, from credit institutions and limited scope financial institutions, who shall be obliged to provide it, any
information and documents pertaining to acts, transactions and services set forth in this article. The Secretariat of Finance and
Public Credit shall be empowered to obtain additional information for the same purpose from other persons and to provide
information to the competent authorities.
The compliance with the obligations established in this article does not imply any transgression to the
provisions of articles 117 and 118 of this Law.
Paragraph added OGF 01-28-2004
The general provisions set forth in this article must be followed by credit institutions, as well as by the
respective members of the board of directors, executive officers, officers, employees and attorneys-in-fact,
to such end, the entities, as well as the aforesaid persons shall be liable for strict compliance with the
obligations established by such provisions.
Paragraph added OGF 01-28-2004. Amended OGF 07-18-2006
Paragraph ninth, amended by OGF 18-07-2006, which shall continue in force until July 18, 2013:
The general provisions set forth in this article must be followed by credit institutions and limited scope financial
institutions, as well as by the respective members of the board of directors, executive officers, officers, employees and
attorneys-in-fact, to such end, the entities, as well as the aforesaid persons shall be responsible for the strict compliance with
the obligations established through such provisions
The violation to the provisions set forth in this article shall be penalized by the National Banking and
Securities Commission according to the procedure established in article 110 hereunder, with a fine
equivalent to 10% to 100% of the non-reported unusual transaction, and in the other cases with a fine up
to the equivalent of 100,000 times de daily minimum wage in force in the Federal District.
Paragraph added OGF 01-28-2004. Amended OGF 02-06-2008
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Eleventh paragraph. - Repealed.
Paragraph added OGF 01-28-2004. Amended OGF 07-18-2006. Repealed OGF 02-06-2008
Public officers of the Secretariat of Finance and Public Credit and of the National Banking and
Securities Commission, the credit institutions, their members of their board of directors, executive officers,
officers, employees and attorneys-in-fact, must refrain from releasing any news on the reports and other
documents and information set forth in this article, to persons or authorities other than those expressly
authorized in the related statutes to require, receive or maintain such documents and information. The
violation to these obligations shall be penalized in the terms set forth in the relevant laws.
Paragraph added OGF 01-28-2004. Amended OGF 07-18-2006
Paragraph eleventh (formerly twelfth), amended by OGF 07-18-2006, which shall continue in force until July 18, 2013:
Public officers of the Secretariat of Finance and Public Credit and of the National Banking and Securities Commission,
credit institutions and limited scope financial institutions, their members of their board of directors, executive officers,
officers, employees and attorneys-in-fact, must refrain from releasing any news on the reports and other documents and
information set forth in this article, to persons or authorities other than those expressly authorized in the related statutes to
require, receive or maintain such documents and information. Any violation to these obligations shall be penalized in the
terms set forth in the relevant laws.
Article 115 Bis. - Credit institutions may exchange information in the terms set forth in the general
provisions established in article 115 of this Law, with the purpose of strengthening the measures to
prevent and detect acts, omissions or transactions that may favor, provide help, assistance or cooperation
of any kind for the commission of the criminal offense set forth in article 139 of the Federal Criminal Code,
or that may fall within the premises of article 400 Bis of such Code.
Compliance with the obligations and the exchange of information set forth in this article shall not imply
any transgression to the provisions of article 117 of this Law.
Article added OGF 02-01-2008
Article 116. - For the imposition of penalties and fines set forth in this Chapter and in Chapter II of this
Title, respectively, the daily minimum wage in force in the Federal District shall be considered, at the time
when the violation or the criminal offense in question was committed.
To determine the amount of the transaction, loss or patrimonial damage, set forth in this chapter, the
daily minimum wage in force in the Federal District at the time when the offense in question was
committed shall be considered as the daily minimum wage.
Paragraph added OGF 05-17-1999
Last paragraph repealed
Paragraph added OGF 05-17-1999. Repealed OGF 07-18-2006
Last paragraph, repealed by OGF 07-18-2006, which shall continue in force until July 18, 2013:
For purposes of the offenses contained in this chapter, the limited scope financial institutions shall be considered as credit
institutions.
Article 116 Bis. - The criminal offenses set forth hereunder shall only be considered as such when
committed by willful misconduct. The criminal proceedings in the cases provided in this Law, prosecutable
at the request of the Secretariat of Finance and Public Credit, by the credit institution offended, or by
anyone who has a legal interest, shall become subject to a statute of limitations of three years as of the
day from which such Secretariat or credit Institution or anyone having legal interest, has knowledge of the
criminal offense and of the prospective responsible person and, in the absence of such knowledge, of five
years, which shall be calculated pursuant to the rules established in 102 of the Federal Criminal Code.
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Once the requirement for admissibility has been filled, the statute of limitations shall elapse according to
the rules of the Federal Criminal Code.
Article added OGF 05-17-1999. Amended OGF 02-06-2008
Article 116 Bis 1.- Any persons holding any position, agency or commission agency or any other legal
title conferred by credit institutions, in the performance of the activities and operations that correspond to
credit institutions, shall be considered as officers or employees of such institutions, for purposes of
administrative and criminal liabilities established in this Title.
Article added OGF 02-01-2008
TITLE SIXTH
On the protection of Public Interests
CHAPTER I
General Provisions
Chapter added OGF 07-06-2006
Article 117.- The information and documents regarding the operations and services set forth in article
46 hereunder, shall be confidential, therefore credit institutions, in the protection of the right to privacy of
their customers and users established in this article, shall never provide news or information concerning
deposits, transactions or services, including those provided in subsection XV of aforesaid article 46, but to
the depositor, debtor, titleholder, beneficiary, settlor, trust beneficiary, principal or agent, to their legal
representatives or those persons who have been granted a power of attorney to withdraw from the
account or to intervene in the transaction or service.
Except for the provisions of the preceding paragraph, credit institutions are obliged to give the news or
information set forth in such paragraph, when it is so requested by the judicial authority by virtue of the
ruling issued in a court proceeding in which the titleholder or, as the case may be, the settlor, the trust
beneficiary, trustee, principal under a commission agency, commission agent, principal or agent, whether
if it is a party or the accused party. For purposes of this paragraph, the judicial authority may formulate its
request directly to the credit institution, or through the National Banking and Securities Commission.
Credit institutions shall also be exempted from the prohibition provided in the first paragraph of this
article and, therefore, obliged to give the news or information mentioned, in cases when they are required
to do so by the following authorities:
I.
The Attorney General of the United Mexican States or the public officer in whom he delegates
powers to require information, for proof of the corpus delicti and the probable cause attributed to
the accused person;
II.
The attorneys general of the States of the Federation and of the Federal District or the assistant
attorneys general, for proof of the corpus delicti and the probable cause attributed to the accused
person;
III.
The Military Justice General Attorney, for proof of the corpus delicti and the probable cause
attributed to the accused person;
;
IV. The Federal Treasury authorities for tax purposes;
V.
The Secretariat of Finance and Public Credit, for purposes of the provisions of article 115 of this
Law;
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VI. The Treasurer of the Federation, when the surveillance act so requires it, to request the account
statements and any other information regarding the personal accounts of public officers, aids and,
if applicable, individuals related to the investigation in question;
VII. The Superior Audit of the Federation, in the exercise of its review and fiscal inspection duties of
the Federal Public Account and with respect to the accounts or agreements through which federal
public resources are administer or exercised;
VIII. The secretary and the undersecretaries of the Secretariat of Government Services, in the exercise
of their investigation and auditing powers to verify changes in the heritage of federal public
officers.
The request for information and documents set forth in the preceding paragraph, must be made in
every case, within the verification procedure established in articles 41 and 42 of the Federal Civil
Servants’ Obligations and Administrative Liability Act, and
IX. The Inspection Unit of the Political Parties Resources, the technical body of the General Council
of the Federal Electoral Institute, for the exercise of its legal powers, in the terms set forth in the
Federal Code of Electoral Institutions and Procedures. The electoral authorities of the federal
entities shall request and obtain the information that is also necessary for the exercise of its legal
powers through the aforementioned unit.
Subsection amended OGF 07-01-2008
The authorities mentioned in the preceding subsections shall request the news or information set forth
in this article in exercise of their duties and in accordance with applicable legal provisions.
The requests established in the third paragraph of this article shall be made dully grounded in law and
fact, through the National Banking and Securities Commission. The public officers and the institutions
indicated in subsections I and VII, and the inspection unit set forth in subsection IX, may choose to
request the judicial authority to issue the relevant order, with the purpose that the credit institution delivers
the information requested, provided that such public officers or authorities specify the name of the
institution, the account number, the name of the account holder or user and other data and elements that
allow its full identification, according to the transaction in question.
Paragraph amended OGF 07-01-2008
The employees and officers of the credit institutions shall be liable, in the terms set forth in the
applicable provisions, for violation of the bank-client privilege that is established and the institutions shall
be bound in case of undue disclosure of the bank-client privilege to indemnify the damages and lost profits
that they cause.
The foregoing, does not affect in any manner the obligation of the credit institutions to provide the
National Banking and Securities Commission, with all the information and documents that, in the exercise
of its inspection and surveillance duties, it requests in connection with the operations entered into and the
services provided, nor the obligation to provide the information that is requested by the Bank of Mexico,
the Institute for the Protection of Bank Savings and the National Commission for the Protection and
Defense of Users of Financial Services, as set forth in applicable legal provisions.
It shall be understood that there is no violation to the bank-client privilege concerning the transactions
set forth in subsection XV of article 46 of this Law, in such cases where the Superior Audit of the
Federation, on grounds of the law regulating its performance, requests the provision of the information
established in this article.
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The documents and data provided by credit institutions as a consequence of the exemptions of the first
paragraph of this article, may only be used in the corresponding proceedings according to law and, the
most strict confidentiality must be followed, concerning such documents and data, even when the public
officer in charge no longer holds said office. Any public officer who unduly violates the confidentiality of the
proceedings, provides copies thereof or of the documents related therewith, or in any manner discloses
information contained therein, shall be subject to the corresponding administrative, civil or criminal liability.
Credit institutions must respond to the requests made to them by the National Banking and Securities
Commission by virtue of the petitions of the authorities indicated in this article, within the terms that such
commission determines. The Commission itself may penalize the credit institutions that do not comply with
the periods and conditions that are established, according to the provisions of articles 108 to 110 of this
Law.
The Commission shall issue general provisions in which the requirements that the requests or
requirements for information made by the authorities referred to in subsections I to IX of this article shall
be established, so that the credit institutions required are in a position of identifying, locating and providing
the news or information requested.
Article amended OGF 12-30-2005
Article 117 Bis. - The National Banking and Securities Commission shall be empowered to provide to
foreign financial authorities all kind of information necessary to deal with the requests that are made to it
within the scope of its competence, such as documents, certificates, records, declarations and other
evidence that is in the possession of the Commission, or which it may obtain in the exercise of its powers
or acting in coordination with other entities, persons or authorities.
In cases of exchange of information protected under confidentiality provisions, an exchange of
information agreement must be subscribed with the financial authorities in question, in which the
reciprocity principle is provided. The Commission may refrain from providing the information requested or
require that the information it has delivered be returned, when the use intended for such information is
other than the one for which it was requested, is contrary to public order, to national security or to the
terms agreed in the respective exchange of information agreement.
Article added OGF 06-04-2001. Amended OGF 02-01-2008
Article 118. - Repealed.
Article repealed OGF 12-30-2005
Article 118 A. Repealed
Article added OGF 11-17-1995. Repealed OGF 06-25-2009
Article 118-B. - (It is repealed).
Article added OGF 11-17-1995. Repealed OGF 01-05-2000
Article 119. - Any commercial banks who in any manner agree to carry out the acts set forth in
subsections I and II hereinafter, with entities that perform business activities, shall be jointly constituted as
economic agents that cause market concentrations as established in the Federal Antitrust Law, when in
addition to the provisions of such Law:
I.
Access to the provision of goods and services of either economic agent is conditioned to the
entering into operations with the commercial bank in question.
II.
Whenever the opening of accounts or the use of means of payment of the commercial bank linked
to the entity in question is established exclusively or is imposed.
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In addition the institutions must abide by the provisions of article 17 of the Transparency and Financial
Services Arrangement Law.
The National Banking and Securities Commission and the National Commission for the Protection and
Defense of Users of Financial Services, shall report to the Federal Competition Commission, when in the
exercise of their duties they detect the existence of any of the practices mentioned in this article, so that
the latter within the scope of its competence, shall decide according to law.
Paragraph amended OGF 06-25-2009
Article amended OGF 11-17-1995. Repealed OGF 01-18-1999. Added OGF 02-01-2008
Article 120. - (It is repealed).
Article amended OGF 11-17-1995. Repealed OGF 01-18-1999
Article 121.- Purporting that the interests of the public are not affected in respect to availability of cash
and securities payable on demand by the institutions, in case of notice of strike, prior to the suspension of
business operations, and in terms of the Federal Labor Law, the Federal Conciliation and Arbitration
Board in the exercise of its powers, hearing the opinion of the National Banking Commission, shall see
that for the such purpose, during the strike an indispensable number of offices remain open and that the
employees which duties are strictly necessary continue working,.
Article 122. - (It is repealed).
Article amended OGF 07-23-1993, 02-15-1995, 04-30-1996. Repealed OGF 01-19-1999
Chapter II
On the System for the Protection of Banking Savings
Chapter added OGF 07-06-2006
SECTION FIRST
On the Cancellation of Commercial Banks
Section added OGF 07-06-2006
PART A
Common Provisions
Part added OGF 07-06-2006
Article 122 Bis. - The cancellation of a commercial bank shall occur when the National Banking and
Securities Commission has revoked the authorization granted to said commercial bank to be organized
and operate as such, or else, when the Financial Stability Committee determines that it could incur in any
of the premises established in article 29 Bis 6 of this Law.
Paragraph amended OGF 02-01-2008
The cancellation of a commercial bank shall be made according to the following:
I.
When the National Banking and Securities Commission has revoked the authorization to be
organized and operate as a commercial bank, the Board of Governors of the Institute for the
Protection of Banking Savings will determine that the dissolution and liquidation be carried out
through the operations established in Parts A and B of Section Second of this Chapter, or
Subsection amended OGF 02-01-2008
II.
When the Financial Stability Committee decides that the commercial bank in question may incur in
any of the premises of article 29 Bis 6 of this Law, the Board of Governors of the Institute for the
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Protection of Banking Savings will determine the corresponding method of cancellation according
to the following:
a)
The restructuring of the commercial bank as provided in in Part B or C of this Section, as
applicable, provided that the Financial Stability Committee has also determined that, in order
to avoid that the commercial bank incurs in any of the premises established in article 29 Bis 6
of this Law, it is necessary to make the total payment of the transactions to be discharged by
the institution in question that are not considered as secured obligations in terms of the
provisions of the Bank Savings Protection Law, as well as those considered as secured
obligations that surpass the limit provided in article 11 of such Law, with the exceptions set
forth in said article 29 Bis6, in which case the National Banking and Securities Commission
shall abstain from revoking the authorization granted to the commercial bank in question to
be organized and operate as such, or
Subparagraph amended OGF 01-02-2008
b)
The transfer of assets and liabilities as provided in article 122 Bis 27 or 122 Bis 29
hereunder, when the Financial Stability Committee, in terms of the provisions of the second
paragraph of article 29 Bis 6, shall have determined a percentage lower than one hundred
per cent, and the partial payment, according to such percentage, of all the transactions that
are not considered secured obligations according to the Bank Savings Protection Law and of
those obligations surpassing the limit established in article 11 of such Law, except for those
set forth in subsections II, IV and V of article 10 of the Bank Savings Protection Law and of
the liabilities resulting from the issuance of subordinated debentures. The partial payment set
forth in this article shall be made according to, and with the limitations established in article
122 Bis 20 of this Law.
The Institute for the Protection of Banking Savings shall notify the National Banking and
Securities Commission the implementation of the method of cancellation established in this
subparagraph, in order to revoke the authorization of the relevant institution to be organized
and to operate as such.
Paragraph amended OGF 02-01-2008
The Board of Governors of the Institute for the Protection of Banking Savings shall determine the
method of cancellation corresponding to the majority of the members present, and it shall require the
affirmative vote of at least one out of the three first regular directors established in article 75 of the Bank
Savings Protection Law. Such determination must be adopted within a maximum term of ten business
days as of the date when any of the events established in the first paragraph of this article would have
occurred.
In the cases where the revocation of the authorization granted to a commercial bank to be organized
and operate as such is made on grounds of subsections I, II or III of article 28 of this Law, the Institute for
the Protection of Banking Savings shall proceed to pay the secured obligations pursuant to article 122 Bis
19 hereunder.
The methods of cancellation established in this article, as well as the other acts or transactions that,
within the scope of their respective competences, are issued or executed for their implementation by the
Secretariat of Finance and Public Credit, the National Banking and Securities Commission, Bank of
Mexico and the Institute for the Protection of Banking Savings, shall be considered public order and social
interest issues.
Article added OGF 07-06-2006
Article 122 Bis 1.- In case the Board of Governors of the Institute for the Protection of Banking
Savings, as provided hereunder, has determined a method of cancellation applicable to a commercial
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bank that had resorted to the conditioned operation regime established in article 29 Bis 2 of this Law and,
in turn, such institution would have incurred in any of the premises of subsection V of article 29 Bis 4
hereunder, the trust company in the trust provided in the last article mentioned, as per the instructions of
such Institute and in the exercise of the corporate and pecuniary rights of the shares transferred to a trust,
must summon to a general extraordinary shareholders’ meeting. Such meeting must recognize the
relevant method of cancellation as determined by the Board of Governors of the Institute for the Protection
of Banking Savings, and, as the case may be, the appointment of the provisional manager as provided in
article 139 of this Law.
Article added OGF 07-06-2006
Part B
On the Financial Cure of Commercial Banks through Financial Aids
Part added OGF 07-06-2006
Article 122 Bis 2.- Financial aids indicated hereunder shall be given to commercial banks that have
resorted to the conditioned operation regime whereby any of the premises provided in subsection V of
article 29 Bis 4 is incurred, and additionally, that fall within the premise established in article 122 Bis,
subsection II, subparagraph a) of this Law.
To such end, the aids set forth hereunder shall be made through the subscription of shares of the
relevant commercial bank. In this case, a provisional manager shall be appointed in terms of article 139 of
this Law.
Article added OGF 07-06-2006
Article 122 Bis 3.- For purposes of the subscription of shares provided above, the trustee in the trust
provided in article 29 Bis 4 of this Law, as per instructions of the Institute for the Protection of Banking
Savings and in the exercise of the corporate and pecuniary rights of the shares representing the capital
stock of the relevant commercial bank, will summon to a general extraordinary shareholders’ meeting in
order to agree on the manner in which the necessary capital contributions will be made, pursuant to the
following:
I. The acts tending to apply the credit items of the shareholders’ equity of the commercial bank other
than capital stock, to the debit items of the shareholders’ equity itself, including the absorption of losses of
such institution, shall be made.
II. In case any debit items result from the shareholders’ equity, after the application established in the
preceding subsection has been made, the capital stock must be decreased. Once this has been
completed, a capital increase shall be made in the necessary amount so that the commercial bank fulfills
the capitalization requirements established in article 50 of this Law.
In the instruments issued by virtue of the capital increase mentioned in the preceding paragraph, the
consent of their holders shall be evidenced so that, in the case provided in article 122 Bis 5 of this Law,
the Institute for the Protection of Banking Savings sells, on behalf and by instruction of such holders, their
shareholding in the same terms and conditions in which such Institute makes the sale of the shares that it
subscribes.
III. The Institute for the Protection of Banking Savings must make the necessary contributions to cover
the capital increase mentioned in the preceding subsection and, on the same date that the Institute
subscribes and pays the shares issued by virtue of such capital increase, said Institute shall offer to the
individuals or entities acting as settlors in the trust set forth in the first paragraph of this article or as
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shareholders, the aforementioned shares for their acquisition pursuant to the percentage that may
correspond to them, prior the proportional payment of all the negative items of the shareholders’ equity.
The settlors and the shareholders mentioned in the preceding paragraph shall have a twenty-business
day term to acquire the shares that may correspond to them, as of the day the Institute for the Protection
of Banking Savings publishes in the Official Gazette of the Federation the resolution of the corresponding
capital increase.
Article added OGF 07-06-2006
Article 122 Bis 4. - After the term mentioned in subsection III above has elapsed, the Institute for the
Protection of Banking Savings shall take the necessary actions for the sale of the shares representing the
capital stock of such commercial bank that such Institute may hold.
The sale shall be made within a maximum term of six months computed from the end of the term
mentioned in the preceding paragraph and according to the provisions of Title Third of the Bank Savings
Protection Law. The six-month term provided hereunder may be extended by the Board of Governors of
the Institute for the Protection of Banking Savings, for a single time and for the same term.
Article added OGF 07-06-2006
Article 122 Bis 5.- The Trustee in the trust referred in article 29 Bis 4 of this Law, when executing the
instructions contained in the relevant trust agreement, and the Institute for the Protection of Banking
Savings, taking into consideration the consent expressed in the stock certificates set forth in article 122
Bis 3 of this Law, as the case may be, shall sell the shareholding of the settlors or shareholders of the
relevant commercial bank, on behalf and by instruction of such shareholders, in the same conditions that
the Institute carries out the sale mentioned in the preceding article.
In like manner, the Institute for the Protection of Banking Savings shall transfer, on behalf and by
instruction of such shareholders, the shares that have not been transferred to the trust mentioned in article
29 Bis 4 of this Law, in the same terms and conditions that the Institute makes the sale of its shareholding.
The corporate bylaws and the relevant stock certificates shall contain the express and irrevocable consent
of the shareholders in order for the sale of shares provided in this paragraph to be carried out.
For purposes of the provisions of the preceding paragraph, and in order to protect the public interest,
the relevant securities depository institution shall carry out the transfer of shares to an account of the
Institute for the Protection of Banking Savings, to such end the written request of the Institute shall suffice.
The trust institution and the Institute mentioned hereunder shall hand over, to whom it may correspond,
the product of the sale of the shares within a maximum term of three business days, from the reception of
the corresponding price.
Article added OGF 07-06-2006
Article 122 Bis 6.- The shares that shall be sold by the Institute for the Protection of Banking Savings
may not be directly or indirectly acquired according to the two preceding articles, by any individuals or
companies that have held the control of the commercial bank in question, as provided by this Law, as of
the date the trust mentioned in article 29 Bis 4 of this Law is constituted or as of the date the Institute
instructs the corresponding trustee in such trust, to summon to a general extraordinary shareholders’
meeting in terms of article 122 Bis 3 of this Law.
Article added OGF 07-06-2006
Part C
On the Financial Cure of Commercial Banks through Credits
Part added OGF 07-06-2006
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Article 122 Bis 7.- Credits contemplated in this Part shall only be extended to commercial Banks that
have not have resorted to the conditioned operation regime referred to in article 29 Bis 2 of this Law and
that fall within the premise provided in article 122 Bis, subsection II, subparagraph a) of this Law.
In this case, the provisional manager of the corresponding institution that is appointed under article 138
of this Law shall obtain, on behalf of the institution, a credit extended by the Institute for the Protection of
Banking Savings in an amount equal to the necessary funds to fulfill the capitalization requirements
provided in article 50 of this Law, which must be paid within a term that may not exceed fifteen business
days counted as of the day it is granted.
For the granting of the credit hereunder provided, the Institute for the Protection of Banking Savings
shall consider the financial and operational status of the commercial bank, and as a consequence thereof,
it shall determine the terms and conditions that are deemed necessary and appropriate.
The funds of the credit shall be invested in governmental securities that shall be deposited in custody
with a development bank.
Article added OGF 07-06-2006
Article 122 Bis 8. - The payment of the credit mentioned in the preceding article shall be secured with
the totality of the shares representing the capital stock of the relevant commercial bank, which shall be
credited to the account kept by the Institute for the Protection of Banking Savings with any of the
securities depository institutions established in the Securities Market Law. The relevant transfer shall be
requested and instructed by the provisional manager.
The payment of the credit may only be made with the funds obtained, as the case may be, from the
capital increase provided in the following article.
In order to protect the interests of the public that saves their money in commercial banks, or the
payment system and of the public interest in general, in the event that the provisional manager of the
commercial bank fails to instruct the transfer of shares provided in this article, the corresponding securities
depository institution shall transfer such shares, it being sufficient to such purpose, the written request of
the Executive Secretary of the Institute for the Protection of Banking Savings.
As long as the secured commitments derived from the loan granted by the Institute for the Protection of
Banking Savings are not fulfilled, the Institute shall be entitled to exercise the corporate and pecuniary
rights that are inherent to the shares representing the capital stock of the relevant commercial bank. The
collateral granted in favor of the Institute for the Protection of Banking Savings shall be considered as
public interest collateral and with priority over any other right created on such instruments.
Notwithstanding the foregoing, the shares representing the capital stock of the institution which have been
transferred as collateral under this article may be subject to later encumbrances, provided they are
transactions aimed at the capitalization of the institution and further provided that the rights to which the
Institute is entitled may not be affected.
Article added OGF 07-06-2006
Article 122 Bis 9. - The provisional manager of the commercial bank shall publish notices, at least in
two newspapers of broad circulation in the city of the commercial bank’s registered address, in order that
the holders of the shares representing the capital stock of such commercial bank become aware of the
granting of the credit by the Institute for the Protection of Banking Savings, as well as the expiration date
of the same and all of its terms and conditions.
Furthermore, the provisional manager shall summon to a general extraordinary shareholders meeting
of the corresponding commercial bank, where the holders of the shares representing the capital stock of
such institution may be present at. As the case may be, the Institute for the Protection of Banking Savings,
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in the exercise of the corporate and pecuniary rights established in article 122 Bis 8, shall agree on a
capital increase necessary to enable the commercial bank to fulfill the capitalization requirements
provided in article 50 of this Law and to be in the position to pay the credit granted by said Institute.
For purposes of the provisions of the aforementioned paragraph, the shareholders’ meeting of the
corresponding institution, including the summons to the same, shall be carried out in accordance to the
provisions of article 29 Bis 1 of this Law.
The shareholders who wish to subscribe and pay the shares derived from the capital increase provided
hereunder shall inform their intent to the provisional manager so that the Institute for the Protection of
Banking Savings, in the exercise of the corporate and pecuniary rights that may correspond to it in terms
of this Law, adopt the corresponding resolutions in the meeting held with such purpose.
Article added OGF 07-06-2006
Article 122 Bis 10.- After the meeting mentioned in the preceding article has been held, the
shareholders shall have a four-business day term to subscribe and pay the shares issued as a
consequence of the capital increase that, as the case may be, shall have been decreed. The subscription
of the capital increase shall be proportional to the individual shareholding and with the prior absorption of
losses of the commercial bank, as it may correspond to each shareholder.
As an exception to the provisions of the preceding paragraph, the shareholders shall be entitled to
subscribe and pay shares in a number greater than the one that may correspond to them under such
paragraph, in case that the shares issued by virtue of the capital increase are not subscribed and paid in
whole. In order to acquire or transfer shares representing the capital stock of commercial banks, the
premise set forth hereunder shall be subject to the provisions of this Law.
In any case, the capital increase established under this Part shall be sufficient for the commercial bank
to comply with the capitalization requirements mentioned in article 50 of this Law.
Article added OGF 07-06-2006
Article 122 Bis 11.- In case that the shareholders subscribe and pay the totality of the shares derived
from the capital increase necessary for the commercial bank to meet the capitalization requirements set
forth in article 50 of this Law, the provisional manager shall pay, in the name of such institution, the credit
granted by the Institute for the Protection of Banking Savings pursuant to article 122 Bis 7 above, in which
case the collateral provided in article 122 Bis 8 of this Law shall be set aside, and it shall request the
relevant securities depository institution to transfer the shares representing the capital stock of such
commercial bank.
Article added OGF 07-06-2006
Article 122 Bis 12.- In the event that the obligations derived from the credit granted by the Institute for
the Protection of Banking Savings pursuant to this Part would not be complied by the commercial bank
within the term agreed, the Institute shall allot the shares representing the capital stock of such institution
given as collateral in accordance with article 122 Bis 8 of this Law and, as the case may be, will pay the
shareholders the shares at their book value per share, pursuant to the shareholders’ equity of the last
financial statements available on the date of such allotment.
The shares mentioned hereunder shall become, by operation of law, property of the Institute for the
Protection of Banking Savings, except for one that shall be transferred to the Federal Government.
In order to determine each share’s book value, the Institute for the Protection of Banking Savings shall
retain, at the expense of the relevant bank, an expert third party with the purpose of having said expert,
within a term not exceeding one hundred and twenty business days as of the relevant retention, audit the
financial statements of the commercial bank mentioned in the first paragraph of this article. The
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aforementioned book value shall be the one resulting from the audit carried out by the expert third party
mentioned hereunder. Such value shall be calculated on the basis of the financial information of the
relevant commercial bank, as well as on the information requested to the National Banking and Securities
Commission for such purposes which, has been obtained in the exercise of its inspection and surveillance
duties. The expert third party must comply with the independence and impartiality criteria determined by
such Commission based on the provisions of article 101 of this Law.
The Institute for the Protection of Banking Savings shall carry out the payment of the shares within a
term no longer than one hundred and sixty business days, counted as of the date in which the allotment
has been made.
In the event that the allotment value of the shares is lower than the balance of the loan as of the date
of the allotment, the commercial bank shall pay the Institute for the Protection of Banking Savings the
difference between these amounts within a term no longer than two business days counted as of the
determination of the book value of the shares as provided in this article.
In protection of the public that saves their money in commercial banks, of the payment system and of
the public interest at large, the securities depository institution authorized in terms of the Securities Market
Law where the relevant shares are deposited shall carry out the transfer of these to the accounts indicated
for such purpose by the Institute for the Protection of Banking Savings and, to such end, the written
request of the Executive Secretary shall suffice.
The holders of the shares at the time of the allotment in terms of this article may only object the value
of allotment. To such end, such shareholders shall appoint a common representative, who may participate
jointly with the Institute for the Protection of Banking Savings, in the appointment of a third party who will
issue the relevant opinion in regard to the book value of the aforementioned shares.
Article added OGF 07-06-2006
Article 122 Bis 13.- Once the shares have been allotted according to the preceding article, the
provisional manager, in compliance with the decision of the Board of Governors of the Institute for the
Protection of Banking Savings set forth in article 122 Bis, subsection II, subparagraph a) of this Law, shall
summon to a general extraordinary shareholders’ meeting so that said Institute may agree on the making
of the necessary capital contributions in order to allow the commercial bank to comply with the
capitalization requirements provided in article 50 of this Law, according to the following:
I. To take the actions tending to apply the credit items of the shareholders’ equity of the commercial
bank other than the capital stock, to the debit items of the shareholders’ equity itself, including the
absorption of the losses of such institution, and
II. After the application indicated above has been completed, in case any debit items result from the
shareholders’ equity, the capital stock shall be decreased. Thereafter, an increase of such capital stock
shall be made in the amount necessary to enable the commercial bank complying with the capitalization
requirements established in article 50 of this Law, which shall include the capitalization of the credit
granted by the Institute for the Protection of Banking Savings pursuant to article 122 Bis 7 of this Law, as
well as the subscription and payment of the corresponding shares by such Institute.
Article added OGF 07-06-2006
Article 122 Bis 14. - Once the actions set forth in the preceding article have been executed, the
Institute for the Protection of Banking Savings shall proceed to the sale of the shares within a maximum
term of six months and according to the provisions of Title Third of the Banking Savings Protection Law.
Such term may be extended by the Board of Governors of the Institute for the Protection of Banking
Savings, for a single time and for the same term.
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The shares transferred by the Institute for the Protection of Banking Savings under this article may not
be acquired by the individuals or entities who have maintained control over the corresponding commercial
bank as provided in this Law, as of the date of the granting of the credit established in article 122 Bis 7,
and as of the date of allotment of such shares pursuant to article 122 Bis 12 of this Law.
Article added OGF 07-06-2006
Article 122 Bis 15. - In the protection of the interest of the public that saves their money in commercial
banks, of the payment system and of the public interest at large, the bylaws and the instruments
representing the capital stock of the commercial Banks shall expressly mention the provisions of articles
122 Bis 7 to 122 Bis 14 of this Law, as well as the irrevocable consent of the shareholders to the
application of such articles in the event that the premises established therein are incurred in.
Article added OGF 07-06-2006
SECOND SECTION
On the Liquidation and Business Reorganization of Commercial Banks
Section added OGF 06-07-2006
Part A
General Provisions
Part added OGF 06-07-2006
Article 122 Bis 16. - The dissolution and liquidation, as well as the business reorganization of
commercial banks, shall be governed by the provisions of this Law, the Banking Savings Protection Law,
Chapters X and XI of the General Corporations Law and Title Eighth, Chapter II, of the Business
Reorganization Law, except for the following:
I. Except for the cases provided in Part C of this Section, the liquidator position shall rely on the
Institute for the Protection of Banking Savings, from the date the relevant institution is under liquidation.
Regarding the business reorganization procedure, said Institute shall be appointed as receiver.
The Institute for the Protection of Banking Savings may perform the position of liquidator or receiver
through their personnel or through the agents appointed and retained by it to such end with charge to the
funds of the corresponding commercial bank. The granting of the relevant power of attorney to the
corresponding agent may be made in favor of an individual or entity and must be registered with the
Public Registry of Commerce. The liquidator must deposit and register in the office of the Public Registry
of Commerce of the corporate domicile of the corresponding commercial bank, the liquidation final
balance sheet prepared to such effect, and it shall proceed as provided in article 247 of the General
Corporations Law, except for the provision of subsection III of such article.
Once the term established for objections and in the event there may be a positive balance, the
liquidator shall make the corresponding payment to the shareholders.
The Institute for the Protection of Banking Savings, in its capacity as liquidator, shall have the powers
established in article 141 of this Law;
II. Only the National Banking and Securities Commission or the Institute for the Protection of Banking
Savings, within the scope of their corresponding responsibilities, may request the declaration of
bankruptcy status of a commercial bank;
III. As of the date the revocation of the authorization granted to a commercial bank in order to be
organized and operate as such is declared, or its business reorganization status is declared, the
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payments from its transactions shall be suspended until the Institute for the Protection of Banking Savings
decides whatever may be applicable, and
IV. The provisions of article 64 of this Law.
In connection with development banks, the dissolution and liquidation in terms of this article shall be
carried out by the Administration and Transfer of Properties Service.
Article added OGF 07-06-2006
Article 122 Bis 17.- When the liquidation of a commercial bank is determined or it is declared in
business reorganization, the Institute for the Protection of Banking Savings shall proceed to pay the
secured obligations provided in the Banking Savings Protection Law, which are the responsibility of such
commercial bank, with the limitations and conditions provided in this Law and in the Bank Savings
Protection Law, except those that have been the subject matter of a transfer of assets and liabilities as
provided in subsections I and II of article 122 Bis 25 of this law.
Article added OGF 07-06-2006
Article 122 Bis 18.- The right to receive the payment of secured obligations may be enforced only by
the individuals or companies who have executed any of the transactions set forth in article 6 of the Bank
Savings Protection Law and who have filed, within sixty calendar days following the date on which the
Institute for the Protection of Banking Savings publishes in the Official Gazette of the Federation, in two
newspapers of broad national circulation and through any other means of release that the Institute deems
appropriate, the procedure to pay secured obligations corresponding to the corresponding commercial
bank, a payment request, together with the copies of any agreements, statements of account or other
supporting documents of the transactions set forth in said article 6, executed with the same commercial
bank. Those individuals or companies, who have not filed the request mentioned hereunder within the
aforesaid term, may enforce their rights through the appropriate legal action.
The request mentioned in the preceding paragraph shall be submitted in the terms, time and places
indicated in the payment procedure for secured obligations that the Institute for the Protection of Banking
Savings may publish through general provisions.
No judicial action may be enforced against the resolutions issued by the Institute for the Protection of
Banking Savings in connection with the payment of secured obligations if the relevant request is not made
in the terms and within the time period set forth in the two preceding paragraphs and such action is not
filed within twelve months following the publication of the payment procedure for secured obligations
corresponding to the relevant commercial bank.
Article added OGF 07-06-2006
Article 122 Bis 19.- The Institute for the Protection of Banking Savings will publish the payment
procedure for secured obligations provided in article 6 of the Bank Savings Protection Law, within five
business days following the date on which it has taken office as liquidator or receiver, as the case may be,
of the relevant commercial bank and shall carry out such payment within ninety calendar days following
the date of such publication, provided that the individuals mentioned in article 1 of the Bank Savings
Protection Law shall have filed their payment request within the time period, in the form and terms
provided in the first and second paragraph of the preceding article.
Article added OGF 07-06-2006
Article 122 Bis 20.- In case that the partial payment of the obligations on account of the institution
under dissolution and liquidation has been determined, in terms of the provisions of subparagraph b) of
subsection II of article 122 of this Law, the Institute for the Protection of Banking Savings, in lieu of the
institution under liquidation, shall proceed to make the partial payment of all the payment obligations
under the responsibility of such institution which are not secured in terms of the Bank Savings Protection
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Law, and of those that being secured surpass the limit provided in article 11 of the aforementioned Law.
The foregoing, regardless that the same person is a creditor of the institution in more than one of the
transactions set forth in this article.
The Institute for the Protection of Banking Savings may never make the partial payment mentioned
hereunder in regard to the obligations of the institution under dissolution and liquidation set forth in
subsections II, IV and V of article 10 of the Bank Savings Protection Law or in regard to the subordinated
debentures that the aforementioned institution may have issued.
The Institute for the Protection of Banking Savings shall pay the amount resulting from applying the
percentage that the Financial Stability Committee has determined in terms of article 29 Bis 6 of this Law,
to the balance of the obligations set forth in the first paragraph of this article, considering to such effect the
principal amount and related charges.
The Institute for the Protection of Banking Savings shall inform the institution under dissolution and
liquidation, as well as the general public, the percentage of the obligations owed by such institutions that
shall be covered by the Institute itself and the schedule according to which it shall make the corresponding
payments. As an exception to the provision of article 4 of the Bank Savings Protection Law, the
aforementioned Institute shall make the notice provided in this article through publication in two
newspapers of broad national circulation and through any other means of communication that the Institute
may consider suitable. The aforementioned notice shall be made no later than on the next business day
following the publication regarding the revocation of the authorization granted to the commercial bank to
be organized and to operate as such.
The payment schedule mentioned in the previous paragraph must include, at least, the form and terms
in which the Institute for the Protection of Banking Savings shall make the payment of the obligations
owed by the institution under dissolution and liquidation, that will be partially paid, expressly indicating the
order and the initial amount to be covered, as well as the time table scheduled for the payment of the
balance. In any case, the Institute shall make the first installment no later than on the second business
day following the one in which it received the corresponding payment request. The Institute for the
Protection of Bank Savings shall endeavor to cover in the first installment, the total percentage that the
Financial Stability Committee has determined in terms of article 29 of this legal statute. The time table
scheduled for later installments may not exceed ninety calendar days from the date in which the
publication regarding the revocation of the authorization granted to the commercial bank to be organized
and operate as such is published.
To receive the partial payment mentioned in this article, the holders of the transactions therein stated
must submit, within sixty calendar days following the date on which the publication regarding the
revocation of the authorization granted to the commercial bank to be organized and operate as such is
made, a request of payment attaching thereto a copy of the agreements, statements of account and other
supporting documents of the transactions set forth in this article that have been executed with the
institution under dissolution and liquidation.
Regarding transactions in which the creditors of the institution under dissolution and liquidation are
other credit institutions or institutional investors mentioned in the Securities Market Law, the Institute for
the Protection of Banking Savings may negotiate that payment be carried out through the subscription of
payment instruments to be discharged by the Institute itself, which shall be secured in terms of article 45
of the Bank Savings Protection Law.
The Institute for the Protection of Banking Savings shall carry out the payment of the obligations to be
discharged by the institution under dissolution and liquidation as mentioned hereunder in Mexican
currency, regardless of the currency in which said obligations are denominated. In connection with
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transactions denominated in foreign currency, the payment will be made in accordance with the provisions
of article 8 of the Monetary Law of the United Mexican States. Once the first installment has been paid,
the outstanding balance shall be fixed in investment units on such date, using the value of said investment
units on the date of the payment. The subsequent payments shall be carried out in Mexican Currency;
hence the conversion of the amount denominated in investment units shall be made using the current
value of such investment units on the date that the Institute for the Protection of Banking Savings makes
the payment.
For the determination of the amount that, in terms of this article, the Institute for the Protection of
Banking Savings must cover in regard to the payment obligations to be discharged by the institution under
dissolution and liquidation, derived from framework, regulatory or specific agreements, entered into with
respect to derivatives, repos, and securities loan agreements or other equivalent transactions, in which
the relevant institution may end up being debtor and, at the same time, creditor of the same counterparty,
and the corresponding consideration may be determined in cash, the Institute will apply the percentage
that has been determined by the Financial Stability Committee, to the balance resulting against the
Institution under dissolution and liquidation once the settlement set forth in article 122 Bis 23 of this Law
has been carried out.
The outstanding balance of the obligations to be discharged by the institution under dissolution and
liquidation, not being covered by the Institute for the Protection of Banking Savings in terms of this article,
may be claimed to the institution, according to the payment priority provided in this Law.
The content of this article is regardless of the provisions of this Law and of the provisions of the Bank
Savings Protection Law in connection with the procedures for the payment of secured obligations to be
discharged by the Institute for the Protection of Banking Savings. Likewise, the partial payment provided
hereunder, is regardless of the duties as liquidator of commercial banks that, according to this Law and to
the Bank Savings Protection Law, are to be performed by said Institute, therefore the prior registration in
the Public Registry of Commerce of its appointment as liquidator shall not be necessary so that the
Institute for the Protection of Banking Savings is in the position to make the partial payment provided
hereunder.
Article added OGF 07-06-2006
Article 122 Bis 21. - As of the date in which the publication regarding the revocation of the
authorization granted to the commercial bank to be organized and operate as such is made, the liability
transactions against the institution under liquidation, that, in terms of the Bank Savings Protection Law,
are not considered as secured obligations, shall be subject to the following:
I. The obligations subject to term shall be considered due along with the interest accrued to such date;
II. The principal and the outstanding related financial charges of the obligations in Mexican currency,
without collateral on property, as well as the credits that may have been originally denominated in
investment units shall cease to accrue interest;
III. The outstanding principal and related financial charges of the obligations in foreign currency,
without any collateral on property, regardless of the place agreed for their payment, shall cease to accrue
interest and shall be converted into Mexican currency at the exchange rate determined by Bank of Mexico
for the discharge of obligations denominated in foreign currency to be paid in Mexico;
IV. The obligations without any collateral on property, regardless of the fact that their payment had
been initially agreed to be made in the Mexican Republic or abroad shall be kept in the currency or unit in
which they are denominated and they shall only accrue the ordinary interest agreed upon on the
corresponding agreements, up to the value of the properties securing the same;
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V. With respect to the obligations subject to a condition precedent, it shall be considered as if the
condition shall have not occurred, and
VI. The obligations subject to condition subsequent shall be considered as if the condition shall have
occurred, without the parties being obliged to return each other any consideration received while the
obligation has survived.
The provisions of this article shall not apply to those transactions that are the subject matter of a
transfer according to articles 122 Bis 27 or 122 Bis 29 of this Law.
Article added OGF 07-06-2006
Article 122 Bis 22.- In trust, agency, commission agency and custody agreements and other
analogous acts, entered into by the commercial bank under liquidation in terms of this Law, the liquidator
shall proceed to the substitution of the fiduciary duties of the trust, agency, commission agency, custody
or other corresponding act. Said substitution is to be agreed upon with a credit institution that meets the
capitalization requirements provided in article 50 of this Law or, if any, with a commercial bank
incorporated and operated by the Institute for the Protection of Banking Savings in terms of the Second
Section of Chapter I of the Second Title of this Law.
Article added OGF 07-06-2006
Article 122 Bis 23.- Any debts, loans and, and as the case may be, the relevant collateral shall be
settled and shall be due and payable in the terms they were agreed upon or, as it is provided under this
Law, on the date of publication of the revocation of the authorization granted to a commercial bank to be
organized and operate as such, when it shall have been agreed that the title of these is transferred to the
creditor, as a result of any, regulatory or specific, framework agreements, entered into in regard to any
derivative financial transactions, securities repo agreements, loan of securities or other equivalent
transactions, whereby the commercial bank may end up being a debtor and, at the same time, a creditor
of the same counterparty, which may be determined in cash, even when the debts or credits are not due
and payable in the aforementioned date, although in terms of such agreements or of this Law, they may
become due and payable.
In the event that a commercial bank does not result to be a debtor and, at the same time, creditor of
the same counterparty in the agreements indicated in the preceding article, the corresponding
transactions shall be terminated in advance on the date set forth in the aforementioned paragraph and
they shall be liquidated through the payment of any difference that may exist.
In the event there is no provision in the agreements, the value of the securities subject matter of the
securities repo agreement and of the securities lending agreements, as well as of the properties or the
underlying obligations of the derivative financial transactions or other equivalent transactions and the
value of the aforementioned securities, if any, shall be determined in accordance with their market value
on the date mentioned in the first paragraph of this article. In the absence of a market price available and
verifiable, the liquidator may entrust to an expert third party, the appraisal of the underlying securities and
obligations.
The outstanding balance that, as the case may be, results from the settlement or the determination of
differences allowed by this article, against the commercial bank under liquidation, shall be paid in
accordance with the priority established in article 122 Bis 24 of this Law. If a credit balance resulted in
favor of the institution, the counterparty shall be obliged to deliver it to the liquidator within a term no
longer than thirty calendar days, counted as of the date on which the publication regarding the revocation
is made or in accordance with the relevant agreements whenever the term is shorter.
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For purposes of this Law, it shall be understood as derivative financial transactions as those
determined by Bank of Mexico, by means of general rules, in which the parties are obliged to the payment
of money or to the compliance of other giving obligations, having a property or market value as underlying.
The provisions of this article shall not apply to those transactions that are the subject matter of a
transfer in terms of articles 122 Bis 27 or 122 Bis 29 of this Law.
Article added OGF 07-06-2006
Article 122 Bis 24. - Upon the determination of the amount of the transactions to be discharged by the
commercial bank under liquidation according to the provisions of this Chapter, they shall be paid pursuant
to the following order:
I. Due and payable labor liabilities;
II. Loans to be paid by the institution with collateral or liens on property;
III. Tax obligations;
IV. The payment obligations resulting in favor of the Institute for the Protection of Banking Savings, for
the partial payment of the obligations to be discharged by the commercial bank that the aforementioned
Institute would have made in terms of subparagraph b) subsection II of article 122 Bis of this Law;
V. Deposits, loans and credits mentioned in subsections I and II of article 46 of this Law, that have not
been transferred to another institution according to that set forth in article 122 Bis 25, as well as the
obligations in favor of the Institute for the Protection of Banking Savings other than those set forth in
subsection IV of this article;
VI. Other obligations different to those mentioned in subsections VII and VIII below;
VII. Preferred subordinated debentures;
VIII. Non-preferred subordinated debentures, and
IX. The balance, if any, of the shareholders’ equity, to the holders of shares representing the capital
stock.
The creditors with collateral on property shall receive the payment of their credits from the proceeds of
their properties subject to the collateral with absolute exclusion of the creditors to whom subsections III to
VIII of this article refer, and subject to the priority determined on the basis of the applicable provisions in
connection with the registration date.
The provisions of the Payment Systems Law shall be applied regardless of the provisions of this
article.
Article added OGF 07-06-2006
Part B
On the Transactions for Liquidation
Part added OGF 07-06-2006
Article 122 Bis 25. - In the liquidation of a commercial bank, the Board of Governors of the Institute for
the Protection of Banking Savings may determine that any of the following transactions be carried out:
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I. To transfer to another commercial bank the assets and liabilities of the institution under liquidation,
even the secured obligations set forth in article 6 of the Bank Savings Protection Law, according to the
provisions of article 122 Bis 27 of this Law, in terms of the agreement entered into by such commercial
banks. In these cases, the transfer of assets may be made directly or through a trust;
II. The incorporation, organization and operation of a commercial bank by said Institute, according to
the provisions of this Law and in the provisions derived thereof, in order to transfer assets and liabilities of
the commercial bank under liquidation, or
III. Any other that, according to the limitations and conditions provided in this Law, is determined as the
best alternative to protect the interests of the public that saves their money in commercial banks, taking
into consideration the circumstances of the case.
The Institute for the Protection of Banking Savings shall proceed to pay the secured obligations that
are not the subject matter of any of the transfers set forth in the preceding sections, in terms of this Law
and the Bank Savings Protection Law.
The transactions under this article may be executed in an independent, successive or simultaneous
manner.
Article added OGF 07-06-2006
Article 122 Bis 26. - The transactions contemplated in the preceding article shall be adjusted to the
rule of the least cost, being understood as that under which, the estimated cost that would imply to carry
out such transactions, is lower than the estimated total cost of the payment of secured obligations set forth
in article 6 of the Bank Savings Protection Law.
For purposes of the provisions of the preceding paragraph, the total payment cost of the
aforementioned secured obligations of a commercial bank shall be calculated on the basis of the financial
information of such institution, available on the date that the Board of Governors of the Institute for the
Protection of Banking Savings determines the method of cancellation. The payment cost of the secured
obligations of a commercial bank shall be equal to the result obtained from subtracting the value of its
secured obligations, up to the amount established in article 11 of the Bank Savings Protection Law, the
current value of the net amount that the Institute for the Protection of Banking Savings calculates to
recover from the transfer of assets of the same commercial bank, and which, as the case may be, would
correspond to it if the premise of article 17 of the Bank Savings Protection Law may be incurred in.
In the event that the relevant institution shall have resorted, in due course, to the conditioned operation
regime provided hereunder and, notwithstanding, it is under dissolution and liquidation, the Board of
Governors of the Institute for the Protection of Banking Savings shall further consider the results of a
technical survey prepared for such purposes for the institute itself, with its personnel or through third
parties specialized of recognized expertise retained by the former for such purposes.
The Board of Governors of the Institute for the Protection of Banking Savings must provide, through
general guidelines, the elements to be contained in the technical survey mentioned hereunder, which
must include, at least, a detailed description of the financial condition of the relevant commercial bank, the
estimation of the total cost of the payment of secured obligations resulting in terms of this Law and of the
Bank Savings Protection Law and the estimated cost of the transactions set forth in subsections I and II of
article 122 Bis 25 of this Law.
The results of the technical survey, as well as the information obtained for its completion shall be
considered confidential information for all the legal effects, hence the specialized third parties retained by
the Institute for the Protection of Banking Savings for its preparation must keep at all times in utmost
secrecy the information they have access to for the development of the survey.
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When the commercial bank belongs to a financial group, the technical survey formulated in terms of
this article shall qualify as preliminary and it shall only be considered as final after fulfilling the
requirements provided in article 28 Bis of the Law to Regulate Financial Groups.
Article added OGF 07-06-2006
Article 122 Bis 27. - The transfer of assets and liabilities mentioned in this Part shall consist in the
transfer of rights and obligations in favor or against a commercial bank under liquidation, to another
commercial bank. The transfer of assets and liabilities mentioned before shall be subject to the general
guidelines issued by the Board of Governors of the Institute for the Protection of Banking Savings, which
shall provide as ruling criteria for the selection of the acquiring institution, that at least three commercial
Banks be invited, which shall meet the capitalization requirements set forth in article 50 of this Law,
considering, among other aspects, the geographical coverage of the institutions, the market segment they
provide services to and the infrastructure they rely on, in order to seek the continuity of the banking
service of the institution under liquidation without affecting the users and in the selection of the purchasing
institution, it shall be important to endeavor for the maximum return value as possible.
The guidelines mentioned in the preceding paragraph shall also consider the following:
I. That may be transferred the properties, rights and other assets of the commercial bank under
liquidation determined by the liquidator for such purpose. Said assets may include availabilities,
investments and credit portfolios, at the value agreed by the liquidator and the commercial bank to which
they are transferred, which may not be lower than the value of reference that is determined according to
the guidelines provided hereunder;
II. That may be transferred the secured obligations established in article 6 of the Bank Savings
Protection Law to be discharged by the commercial bank under liquidation. Said obligations shall be
transferred at their book value, with interest accrued to the date of the transaction, provided they do not
surpass the limit provided in article 11 of the same Law;
III. That may be transferred the secured obligations to be discharged by the commercial bank under
liquidation set forth in article 6 of the Bank Savings Protection Law, which book value, together with the
interest accrued, exceeds on the date of the transaction the limit provided in article 11 of the Bank
Savings Protection Law and, as the case may be, obligations other than the secured obligations, provided
that the commercial bank under liquidation has sufficient assets to face the payment obligations referred
to in article 122 Bis 24 of this Law. The transactions set forth in subsections II, IV and V of article 10 of the
Bank Savings Protection Law, as well as the subordinated debentures, may only be transferred until the
institution under liquidation has covered all the payment obligations it is obliged to pay, without
considering, as the case may be, the shareholders’ equity;
IV. The transactions set forth in article 122 Bis 23 of this Law may be the subject matter of a transfer;
V. In the event that the value of the assets subject matter of a transfer is equal to the amount of the
obligations owed by the institution under liquidation that are transferred, the Institute for the Protection of
Banking Savings shall cover to the institution under liquidation an amount equal to the value of the assets
transferred.
For purposes of the provisions of the preceding paragraph, the Institute for the Protection of Banking
Savings shall deliver to the institution under liquidation the corresponding funds or else, subscribe the
payment instruments owed by the same Institute, which shall be secured in terms of article 45 of the Bank
Savings Protection Law;
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VI. In the event that the value of the assets subject matter of the transfer is lower than the amount of
the obligations transferred, the Institute for the Protection of Banking Savings shall cover such difference
to the acquiring institution. The Institute for the Protection of Banking Savings shall cover the institution
under liquidation the value agreed on the assets according to the provisions of subsection I of this article.
In both cases, the Institute shall proceed according to the provisions of the second paragraph of the
aforementioned subsection;
VII. In the event that the value agreed of the assets in terms of subsection I of this article shall be
greater than the value of the obligations to be discharged by the institution under liquidation that have
been transferred, the acquiring institution shall cover the difference to the institution under liquidation. In
addition to the foregoing, the Institute for the Protection of Banking Savings shall cover to the institution
under liquidation the difference between the value of the assets agreed according to that provided in
subsection I of this article and the amount that such institution has received from the acquiring institution
according to this subsection, and
VIII. As a consequence of the transfer of liabilities, the institution under liquidation shall acknowledge
the debt owed by the same and in favor of the Institute for the Protection of Banking Savings, in an
amount equal to the value of the obligations to be discharged by such institution that have been the
subject matter of the transfer.
The acquiring institution shall subrogate in the rights and obligations of the institution under liquidation
in regard to the assets and liabilities subject matter of the transfer and, as a consequence, it shall honor
until their expiration, the terms and conditions agreed to between the commercial bank and the holders of
the transactions subject matter of the transfer, hence it may not charge any fees other than those
originally agreed. In the event that, after the transfer of assets and liabilities, the holder of any of the
liability transactions subject matter of the transfer agrees with the acquiring commercial bank the payment
in advance of the balance in its favor recorded in the corresponding transaction, the institution may make
such early payment, as an exception to the provisions set forth in subsection XV of article 106 of this Law.
In transactions for the transfer of assets and liabilities, the labor rights of the persons who may be
affected shall be honored at all times. In like manner, the rights of the creditors that are not the subject
matter of the transfer of assets and liabilities shall not be affected in connection with which, as the case
may be, shall have corresponded to them if such transfer had not been made.
The transfer of assets provided in this article may be carried out through a trust constituted with a
credit institution other than the institutions involved in the transaction.
In those cases in which the Financial Stability Committee determines that the corresponding institution
may incur in any of the premises provided in article 29 Bis 6 of this Law, the transactions set forth in
subsection III of this article may not be the subject matter of any transfer.
Article added OGF 07-06-2006
Article 122 Bis 28.- The liquidator of a commercial bank within two days following the date the transfer
of assets and liabilities set forth in article 122 Bis 25 of this Law has been made, shall publish a notice in
the Official Gazette of the Federation and in two newspapers of broad circulation within the country,
informing of such transfer, as well as of the transactions that have been the subject matter of the same
and the place where the commercial bank shall make or receive the corresponding payments. Further, the
liquidator shall inform of such transfer through the placement of notices at the commercial bank under
liquidation.
For the protection of the interests of the public that saves their money in commercial banks and of the
domestic payment systems, the transfer of assets and liabilities shall be fully effective before the holders
of the corresponding transactions and third parties, as of the business day following the publication
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mentioned above. The Institute for the Protection of Banking Savings, through general rules, shall
determine the characteristics of the publication mentioned in this article.
In consideration to the provisions of this article, the prior and express approval by the holders of the
liability transactions to be discharged by the institution under liquidation, that are the subject matter of the
transfer transaction, shall not be necessary.
When the transfers of assets are carried out, commercial Banks may assign their credits, with their
respective collateral, without the need of giving notice to the debtor, public deed, or registration with the
corresponding Public Registry, it being sufficient for all the applicable legal purposes, the publication of
the notice set forth in the first paragraph of this article. The foregoing, notwithstanding they are later
formalized in a public deed, if applicable, and that the relevant recordings are made according to the
applicable provisions.
Article added OGF 07-06-2006
Article 122 Bis 29. - With the purpose of attaining continuity in the banking services in the benefit of
the public that saved their money in the commercial bank under liquidation, the liquidator may carry out
the transfer of assets and liabilities with a commercial bank operated and organized by the Institute for the
Protection of Banking Savings.
In these cases, the transfer of assets and liabilities shall be subject to the provisions of articles 122 Bis
27 and 122 Bis 28 of this Law, except in regard to the value of the assets subject matter of the transfer,
that shall be made taking into consideration their book value net of reserves.
For purposes of the above, within sixty business days following the date in which the transfer becomes
effective, the liquidator shall determine, through an expert third party retained on the account of the
institution under liquidation, the value of the assets as of the date they have been transferred. The final
value of the assets shall be the one resulting from the adjustments that, as the case may be, are made to
the book value net of reserves, based on the results of the aforementioned valuation. The expert third
party shall comply with the independence and impartiality criteria that the National Banking and Securities
Commission determine on grounds of the provision of article 101 of this Law.
Article added OGF 07-06-2006
Part C
On the Conventional Dissolution and Liquidation of Commercial Banks
Part added OGF 07-06-2006
Article 122 Bis 30. - The general shareholders’ meeting of a commercial bank under liquidation may
appoint the liquidator of the commercial bank only in those cases in which the revocation of such bank’s
authorization results from the request mentioned in subsection II of article 28 of this Law, and provided
that the following requirements are met:
I. That the commercial bank in question does not have any secured obligations in terms of the
provisions of the Bank Savings Protection Law, and
II. That the general shareholders’ meeting of the relevant commercial bank had approved the financial
statements of such bank, in which no secured obligations payable by such bank of the ones referred to in
the Bank Savings Protection Law are registered, and that such statements have been submitted to the
National Banking and Securities Commission, attaching thereto the certified opinion of an external auditor
that includes the auditor’s opinions concerning components, accounts or specific items of the financial
statements, confirming the foregoing.
Article added OGF 07-06-2006
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Article 122 Bis 31. - In order to carry out the liquidation of the commercial banks in terms of the
provisions of the preceding article the following shall be followed:
I. The appointment of the liquidator shall be the responsibility of the shareholders’ meeting. To such
effect, the commercial banks must inform the National Banking and Securities Commission of the
appointment of the liquidator, within five business days following the appointment, as well as the start of
the process for the registration of the appointment with the Public Registry of Commerce;
II. The position as liquidator may fall on credit institutions or individuals or entities with experience in
liquidation of companies.
In the case of individuals, the appointment shall fall on such individuals that have technical capacities,
honorability and satisfactory credit history and who meet the following requirements:
a) To be a resident of the Mexican territory as provided in the Federal Tax Code;
b) To be registered in the registry kept by the Federal Institute of Experts in Business Reorganization
and Bankruptcy;
c) To submit a Special Credit Report, according to the Law to Regulate Credit Information
Corporations, provided by credit information companies, containing his background for at least five years
prior to the date in which the position shall commence;
d) Not to have any pending litigation against the corresponding commercial bank;
e) Not to have been sentenced for crimes against property or banned from the practice of commerce or
the performance of an employment, position or commission in the public service or the Mexican financial
system;
f) Not to have been declared neither in bankruptcy nor in commercial insolvency status without having
been rehabilitated;
g) Not to have performed the position of external auditor of the commercial bank or of any of the
companies composing the financial group to which this may belong, during the immediate twelve months
next preceding the date of the appointment, and
h) Not to be banned to act as visitor, conciliator or bankruptcy trustee or to have a conflict of interest, in
terms of the Business Reorganization Law.
In the cases where entities are appointed as liquidators, the individuals appointed to perform the
activities linked to this duty shall comply with the requirements established in this subsection. Commercial
banks must verify that the individual or entity appointed as liquidator complies, before he or it starts to
carry out his or its duties, with the requirements indicated hereunder.
The individuals or entities who fail to comply with the requirements provided in subparagraphs a) to h)
of this section shall abstain to accept the position of liquidator and they shall express such circumstance in
writing;
III. In the performance of their duties, liquidators shall:
a) Collect whatever is owed to the commercial bank and pay whatever it owes to others;
b) Prepare a report in regard of the overall condition of the commercial bank;
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c) Submit to the National Banking and Securities Commission, for its approval, the procedures for the
surrender of the assets owned by third parties and the performance of the unsecured obligations in favor
of their customers that are pending of compliance.
d) Implement and adopt a scheduled working plan containing the necessary procedures and measures
so that the unsecured obligations owed by the commercial bank derived from its operations, are paid off
or transferred to other credit institutions at the latest within a year as of the date in which the liquidator has
been sworn in and accepted the appointment;
e) Summon to a general shareholders’ meeting, at the end of his or its position as liquidator, in order to
submit to said meeting a complete report on the liquidation process. Such report must contain the final
liquidation balance sheet.
In the event that the liquidation is not completed within the twelve-month period immediately following
the date the liquidator has accepted and sworn its or his position, the liquidator must summon to a general
shareholders’ meeting in order to submit a report on the status of the liquidation, expressing the causes
due to which its completion has not been possible. Such report must contain the financial statement of the
commercial bank and must be at all times available to the shareholders. The liquidator shall summon to
the general shareholders’ meeting in the terms described before, per each year that the liquidation lasts,
in order to submit the aforementioned report.
In the event the liquidator shall have summoned the meeting, but the necessary quorum could not be
reached, the liquidator shall publish in two newspapers of broad circulation in the Mexican territory, a
notice addressed to the shareholders indicating that the reports are available to them, and pointing out the
place and time where they may be consulted;
f) File a request before the judicial authority for the approval of the liquidation final balance sheet, in
the cases where it is not possible to obtain the approval of the shareholders of such balance sheet in
terms of the General Corporations Law, because such meeting, notwithstanding to have been duly
summoned, failed to reach the necessary quorum, or else, such balance is objected by the meeting
without any grounds in the opinion of the liquidator;
g) As the case may be, inform the competent judge that it is materially impossible to complete the
liquidation of the commercial bank so that the judge orders the cancellation of its registration with the
Public Registry of Commerce, which shall become effective after a term of one hundred and eighty
calendar days, has elapsed as of the judge’s order.
The liquidator shall publish in two newspapers of broad circulation in the Mexican territory, a notice
addressed to the shareholders and creditors on the petition submitted to the competent judge.
The interested parties may object to this cancellation within a term of sixty calendar days following the
notice, before the same judicial authority;
h) Exercise the legal actions available in order to determine any existing economic liabilities, as the
case may be, and to determine the legal responsibility that may apply in terms of the law and other
applicable provisions, and
i) Abstain from purchasing for him or for others, the properties owned by the commercial bank under
liquidation, without the express consent of the shareholders’ meeting.
Article added OGF 07-06-2006
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Article 122 Bis 32.- The National Banking and Securities Commission shall act as supervisor of the
liquidators only in regard to the compliance of the procedures established in subparagraph c) of
subsection III of article 122 Bis 31 of this Law.
Article added OGF 07-06-2006
Article 122 Bis 33.- In the event of any issues which have not been set forth in articles 122 Bis 30
to122 Bis 32, the provisions contained in Part A of this Section, shall apply to conventional dissolution and
liquidation of the commercial Banks, provided such provisions are compatible with such Part.
Article added OGF 07-06-2006
Part D
On the Legal Assistance and Defense
Part added OGF 06-07-2006
Article 122 Bis 34.- The Secretariat of Finance and Public Credit, Bank of Mexico, the National
Banking and Securities Commission and the Institute for the Protection of Banking Savings shall provide
the legal assistance and defense to the individuals who have served as regular members, members of
their government bodies, officers and public officers in regard to the actions that the aforementioned
persons have carried out during the performance of the duties entrusted to them by virtue of the law and
that are related to the provisions of article 50 of this Law, as well as of sections Second, Third, Fourth and
Fifth of Chapter I of Title Second, in Chapter II of Title Sixth and in Chapter II of Title Seventh of this Law.
The provisional managers of the commercial Banks, members of the consulting board, chief executive
officer and members of the board of directors of the Institutions incorporated and operated by the Institute
for the Protection of Banking Savings and the attorneys-in-fact who are appointed by said Institute in
terms of the provisions of this Law, as well as the ancillary personnel to which the same provisional
managers, liquidators or receivers may grant powers of attorney because it is necessary for the
performance of their duties, shall also be subject to the legal assistance and defense for the actions they
carry out in the exercise of the powers with which they are vested with according to the Law by virtue of
their duties.
The legal assistance and defense shall be provided with the funds kept to such purpose by the
Secretariat of Finance and Public Credit, Bank of Mexico, the National Banking and Securities
Commission and the Institute for the Protection of Banking Savings, according to the general guidelines
approved, in the first case, by the head of such Secretariat, or else, the corresponding governmental
bodies, which shall provide for the premise that if the competent authority issues a final and nonappealable resolution against the subject of the legal assistance, such individual shall reimburse the entity
or organization, as the case may be, the expenses and any other disbursement that may have been
incurred as a result of his legal assistance and defense.
For purposes of the provisions of this article, the Secretariat of Finance and Public Credit, Bank of
Mexico, the National Banking and Securities Commission and the Institute for the Protection of Banking
Savings, within the scope of their respective duties, shall provide the necessary mechanisms to cover the
expenses and any other disbursement derived from the legal assistance and defense provided in this
article.
The provisions of this article shall apply regardless of the obligation of the subjects of the legal
assistance and defense, of submitting the reports that are requested to them in terms of the applicable
legal provisions as part of the performance of their duties.
Article added OGF 07-06-2006
Article 122 Bis 35.- The Secretariat of Finance and Public Credit, Bank of Mexico, the National
Banking and Securities Commission, the Institute for the Protection of Banking Savings, the members of
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their respective governmental bodies, the officers and public officers who work at the aforementioned
agency and organizations, shall not be responsible for the losses suffered by commercial Banks as a
result of their insolvency, bankruptcy or financial deterioration, when they act in the legal exercise of the
duties entrusted to them by law and that are related to the provisions of article 50 of this Law, as well as of
Sections Second, Third, Fourth and Fifth of Chapter I of Title Second, Chapter II of Title Sixth and
Chapter II of Title Seventh of this Law.
The provisional managers, members of the consulting board, chief executive officer and members of
the board of directors of the institutions organized and operated by the Institute for the Protection of
Banking Savings and the attorneys in fact that are appointed by said Institute in terms of the provisions of
this Law, as well as the ancillary personnel to whom the provisional managers, liquidators or receivers
grant powers of attorney because it is necessary for the performance of their duties according to the
provisions of article 141 of this Law, shall not be responsible for the losses suffered by the institutions
derived from their insolvency, bankruptcy or financial deterioration, when they act in the legal exercise of
their duties. Neither shall they be responsible when said losses or financial deterioration of the institution
in question, are originated due to any of the following causes:
I. Lack of capital increases that must be carried out by the shareholders of the institution;
II. Lack of payment of the debtors of the institution;
III. Deterioration of the value of the institution’s assets, or
IV. Increase of the funding cost of the unproductive assets of the institution.
The provisions of this article shall be applied regardless of the obligation of the aforementioned
persons of submitting the reports required in terms of the applicable legal provisions as part of the
performance of their duties.
Article added OGF 07-06-2006
TITLE SEVENTH
On the National Banking and Securities Commission
Name of Title amended OGF 07-06-2006
CHAPTER I
On its Organization and Operation
Chapter repealed OGF 04-28-1995
Article 123. - (Repealed).
Article repealed OGF 04-28-1995
Article 124. - (Repealed).
Article repealed OGF 04-28-1995
Article 125. - (Repealed).
Article amended OGF 07-23-1993, 12-23-1993. Repealed OGF 04-28-1995
Article 126. - (Repealed).
Article repealed OGF 04-28-1995
Article 127. - (Repealed).
Article amended OGF 06-09-1992. Errata OGF 07-03-1992. Repealed OGF 04-28-1995
Article 128. - (Repealed).
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Article repealed OGF 04-28-1995
Article 129. - (Repealed).
Article repealed OGF 04-28-1995
Article 130. - (Repealed).
Article repealed OGF 04-28-1995
Article 131. - (Repealed).
Article amended OGF 07-23-1993, 12-23-1993. Repealed OGF 04-28-1995
Article 132. - (Repealed).
Article repealed OGF 04-28-1995
CHAPTER II
On the Inspection and Surveillance
Article 133. The supervision of the entities regulated by this Law shall be the responsibility of the
National Banking and Securities Commission, which shall carry out said supervision in terms of the
provisions of its Law, in the relevant Regulations and in other applicable provisions. The aforementioned
Commission may carry out inspection visits to the credit institutions, with the purpose of reviewing,
verifying, evidencing and evaluating the transactions, organization, operation, the processes, internal
control, risk management and information systems, as well as the property, the adaptation of the capital to
risks, the quality of the assets and, in general, everything that could affect the financial and legal position
and is contained or should be contained in records, in order for the credit institutions to adjust to the
compliance of the provisions governing them and to the sound practices of the industry.
The supervision of the entities regulated by this Law with respect to the provisions of articles 48 Bis 5,
94 Bis and 96 Bis, paragraphs second, third and fourth, as well as the matters expressly conferred by
other Laws, shall be the responsibility of the National Commission for the Protection and Defense of Users
of Financial Services, who shall carry out the same in terms of the provisions of the Protection and
Defense of Users of Financial Services Law, in the relevant Regulations and in any other applicable legal
provisions. The National Banking and Securities Commission as per the request of the National
Commission for the Protection and Defense of Users of Financial Services shall make out inspection visits
to the credit institutions with the purpose of reviewing, verifying, evidencing and evaluating that the credit
institutions are in compliance of the provisions of this paragraph.
Furthermore, the National Banking and Securities Commission and the National Commission for the
Protection and Defense of Financial Services Customers, within their corresponding competences, may
investigate the facts, actions or inactions out of which any violation to this Law and to any other provisions
derived thereof may be presumed.
The inspection visits made by the National Banking and Securities Commission may be ordinary,
special and of investigation purposes, the first of them shall be made in accordance with the annual plan
established to such end; the seconds shall be those that without being included in the aforementioned
annual plan are practiced in any of the following cases:
I.
In order to examine and, as the case may be, to remedy any special operational situations.
II.
In order to follow up the results obtained in certain inspection visit.
III.
If changes or modifications to the accounting, legal, economic, financial or administrative condition
of a credit institution occur.
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IV. If the credit institution starts operations after the preparation of the annual plan set forth in the
third paragraph of this article.
V.
If any acts, actions or omissions take place in a credit institution which have not been originally
contemplated in the annual plan set forth in the third paragraph of this article, that cause the
inspection visit.
VI. If they derive from international cooperation.
The investigation visits shall be made whenever the National Banking and Securities Commission has
any circumstantial evidence out of which the performance of any conduct presumably violating the
provisions of this Law and other general provisions derived thereof, may be inferred.
In any case, the inspection visits referred hereunder shall be subject to the provisions of this Law, the
National Banking and Securities Commission Law, the Regulations mentioned in the first and second
paragraphs of this article and any other applicable legal provisions.
Whenever, in the exercise of the duty provided in this article, the National Banking and Securities
Commission so requires, it may retain the services of auditors and other professionals who may assist it in
the performance of such duty.
The surveillance by the National Banking and Securities Commission shall be made through the
analysis of the accounting, legal, economic, financial, administrative, pertaining to processes and
procedures information obtained by such Commission on grounds of the provisions that may be
applicable, in order to evaluate the compliance with the regulatory framework governing the credit
institutions, as well as the stability and correct operation thereof.
The surveillance by the National Commission for the Protection and Defense of Financial Services
Costumers shall be made through the analysis of the information obtained from such Commission based
on the provisions that may result applicable, in order to evaluate the compliance with the legal provisions
pertaining to its competence regulating the credit institutions, as well as the adequate protection to the
users of financial services.
Notwithstanding the information and documents that the credit institutions are obliged to submit to it on
a periodic basis, the National Banking and Securities Commission may, within the scope of its
corresponding duties, request the information and documents required to be able to comply with its
surveillance duties.
The National Banking and Securities Commission and the National Commission for the Protection and
Defense of Financial Services Customers as a result of their supervision powers, may make observations
and order the adoption of measures tending to correct the irregular facts, actions or inactions that have
been detected by virtue of such duties, in terms of this Law.
th
The Secretariat of Finance and Public Credit in the exercise of the powers conferred to it by article 5
of this Law shall resolve any consultations submitted to it in connection with the scope of the supervision
duties corresponding to the National Banking and Securities Commission and the National Commission
for the Protection and Defense of Financial Services Customers.
Article amended OGF 06-04-2001, 02-01-2008, 06-25-2009
Article 134. The surveillance shall consist in overseeing that the institutions comply with the provisions
of this Law and those arising thereof, and with the observations and indications of the National Banking
and Securities Commission and the National Commission for the Protection and Defense of Financial
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Services Customers as a result of the inspection visits practiced by the National Banking and Securities
Commission.
The measures adopted by the National Banking and Securities Commission in the exercise of these
powers shall be preventive in order to preserve the stability and solvency of the institutions, and
regulations to define criteria and to establish rules and procedures to which they shall adjust their
operations, according to that set forth in this Law.
The measures adopted by the National Commission for the Protection and Defense of the Financial
Services Customers in the exercise of its supervision powers shall be preventive for the adequate
protection of the users of financial services, according to this and other Laws.
Article amended OGF 06-25-2009
Article 134 Bis. - In the exercise of their inspection and surveillance duties, the National Banking and
Securities Commission, through general rules approved to such end by its Board of Governors, shall
classify the commercial Banks into categories, taking as basis the capitalization index required under the
provisions applicable to the capitalization requirements, issued by such Commission in terms of article 50
of this Law.
Paragraph amended OGF 02-01-2008
For purposes of the classification mentioned in the preceding paragraph, the National Banking and
Securities Commission may establish several categories, depending on whether commercial banks keep
a capitalization index higher or lower to the one required according to the provisions that govern them.
The rules issued by the National Banking and Securities Commission must establish the minimum
corrective and additional special measures that commercial Banks must comply with according to the
category in which they shall have been classified.
For the issuance of general rules, the National Banking and Securities Commission shall observe the
provisions of article 134 Bis 1.
The purpose of the corrective measures shall be to prevent and, as the case may be, correct the
problems that commercial banks have, derived from the transactions that they execute and which may
affect their financial stability or solvency.
The National Banking and Securities Commission shall notify in writing to the commercial bank the
corrective measures that must be followed as provided in this Chapter, as well as to verify their
compliance in accordance with the provisions of this statute. In the notice mentioned in this paragraph, the
National Banking and Securities Commission must define the terms and time periods for the compliance
of the corrective measures provided in this article and in article 134 Bis 1 below.
The provisions of this article, and those of articles 134 Bis 1 and 134 Bis 2, shall be applied
notwithstanding to the powers attributed to the National Banking and Securities Commission in
accordance with this Law and other applicable provisions.
The commercial banks shall establish in their corporate bylaws provisions for the implementation of
corrective measures, undertaking to take the actions that, if appropriate, may be applicable to them.
The adoption of any corrective measures imposed by the National Banking and Securities
Commission, based on this provision and on article 134 Bis 1, as well as on the rules derived thereof, and,
as the case may be, the sanctions or revocation procedures derived from their non-compliance, shall be
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considered as public order and social interest issues, hence no suspension measure may be filed against
them, in order to protect the interests of the public that saves their money in commercial banks.
Article added OGF 06-04-2001. Amended OGF 06-16-2004
Article 134 Bis 1. - For purposes of the provisions of article 134 Bis above, the following shall be
observed:
I.
When any commercial bank fails to comply with the capitalization requirements set forth in article
50 of this Law and in the provisions derived thereof, the National Banking and Securities
Commission shall order the application of the following minimum corrective measures:
a) To inform their board of directors of their classification, as well as of the causes that originated
the same. To that regard they shall provide a detailed report of the integral evaluation of their
financial condition, which demonstrates the compliance to the regulatory framework and
includes the expression of the main indicators reflecting the degree of stability and solvency of
the institution, as well as the observations that, as the case may be, the National Banking and
Securities Commission and Bank of Mexico, within the scope of their respective
competences, may have addressed to it.
In the event that the relevant institution is a member of a financial group, it must inform of its
condition in writing to the chief executive officer and to the chairman of the board of directors
of the holding company;
b)
Within a term no longer than fifteen business days, to submit to the National Banking and
Securities Commission, for its approval, a plan for capital restoration resulting in the increase
of their capitalization index, which may contemplate a program for the improvement of
operational efficiency, rationalization of expenses and increase in profitability, the making of
capital contributions and limitations to the transactions that the relevant commercial bank
may carry out in the compliance of their corporate purpose, or to the risks derived from such
transactions. The capital restoration plan shall be approved by the board of directors of the
relevant institution before being submitted to the said Commission.
Paragraph amended OGF 07-06-2006
Such commercial bank shall determine periodic goals in the capital restoration plan that it
must submit pursuant to this paragraph, as well as the term in which the capital of such
institution shall obtain the capitalization level required according to the applicable provisions
The National Banking and Securities Commission, through their Board of Governors, shall
resolve whatever applies on the capital restoration plan that shall have been presented,
within a maximum term of sixty calendar days counted as of date the plan was submitted.
Paragraph amended OGF 07-06-2006
The commercial Banks to which this subparagraph may apply, shall comply with the capital
restoration plan within the term established by the National Banking and Securities
Commission, which in no event may exceed 270 calendar days counted as of the following
day when the notice of the relevant approval has been served to the commercial bank. For
the determination of the term for the fulfillment of the restoration plan, the Commission shall
take into consideration the category in which the institution is placed, its financial condition,
as well as the conditions prevailing in general in the financial markets. The National Banking
and Securities Commission, as per the agreement of its Board of Governors, may extend this
term for a single time for a period not to exceed 90 calendar days.
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The National Banking and Securities Commission shall follow up and verify the compliance of
the capital restoration plan, without regard to the origin of other corrective measures
depending on the category in which the commercial bank in question is classified;
c)
To suspend the payment of dividends from the institution to the shareholders as well as any
other mechanism or action implying a transfer of property interests. In the event that the
institution belongs to a financial group, the measure provided in this subparagraph shall be
applicable to the holding company of the group to which it belongs, as well as the financial
entities or companies that are members of such group.
The provisions of the preceding paragraph shall not be applicable in the case of payment of
dividends made by the financial entities or coroporations members of the group other than
the commercial bank in question, whenever the aforementioned payment is applied to the
capitalization of the commercial bank;
d)
To suspend the programs for the repurchase of shares representing the capital stock of the
commercial bank in question and, in case it pertains to a financial group, also the ones of the
holding company of such group;
e)
To defer or to cancel the payment of interests and, as the case may be, to defer the payment
of the principal or to convert into shares the outstanding subordinated debentures, depending
on their type, up to the amount that is necessary to cover the lack of capital, in advance and
in a pro rata basis.. This corrective measure shall be applicable to the subordinated
debentures that have provided such situation in their indentures or issuance document.
The commercial banks that issue subordinated debentures shall include in the corresponding
negotiable instruments, in the indenture, in the prospectus, as well as in any other instrument
documenting the issue, the characteristics of such subordinated debentures and the
possibility of the applicability of any of the measures provided in the aforementioned
paragraph when the corresponding events according to the rules contained in article 134 Bis
of this Law occur, without being an event of default by the issuing institution;
Subparagraph amended OGF 02-01-2008
f)
To suspend the payment of the compensations and extraordinary bonds additional to the
salaries of the chief executive officer and of the officers two levels below the latter, and not to
give new compensations in the future to the chief executive officer and officers, until the
commercial bank complies with the capitalization levels required by the National Banking and
Securities Commission in terms of the provisions set forth in article 50 of this Law. This
provision shall be contained in the agreements and any other documents regulating labor
conditions.
Subparagraph amended OGF 02-01-2008
II.
g)
To abstain from agreeing any increases in the outstanding amounts of credits granted to the
individuals or entities considered as related parties in terms of article 73 of this Law, and
h)
The other minimum corrective measures that, as the case may be, establish the general
rules under article 134 Bis of this Law;
When a commercial bank complies with the minimum capitalization index required according to
article 50 of this Law and the provisions derived thereof, it shall be classified in the category
including such minimum. The National Banking and Securities Commission shall order the
application of the following minimum corrective measures:
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a) To inform its board of directors of its classification, as well as the causes that originated such
classification, hence they shall submit an integral evaluation detailed report on their financial
condition, that indicates the compliance with the regulatory framework and includes the
expression of the main indicators reflecting the degree of stability and solvency of the
institution, as well as the observations that, as the case may be, the National Banking and
Securities Commission and Bank of Mexico, within the scope of their respective
competences, may have addressed to it.
In the event that the relevant institution is a member of a financial group, it shall inform its
situation in writing to the chief executive officer and the chairman of the board of directors of
the holding company;
III.
b)
To abstain from entering into transactions which execution generates that its capitalization
index be placed below the index required under the applicable provisions, and
c)
Any other minimum corrective measures that, as the case may be, are established by the
general rules contained in article 134 Bis of this Law;
Regardless of the capitalization index of commercial Banks, the National Banking and Securities
Commission may order the application of additional special corrective measures.
The additional special corrective measures that, as the case may be, shall be complied with by
the commercial Banks are the following:
a)
To define the specific actions that the corresponding institution shall carry out in order not to
deteriorate its capitalization index;
b)
To retain the services of external auditors or other expert third parties in order to carry out
special audits on specific issues;
c)
To abstain from agreeing increases in the salaries and benefits of the officers and employees
in general, except for the salary reviews agreed upon and honoring at all times any vested
labor rights.
The provisions of this subparagraph shall also be applicable in regard to the payments made
to entities other than the commercial bank in question, when such entities make the
payments to employees or officers of the institution;
d)
To replace the officers, board members, examiners or external auditors, appointing the same
institution the persons that shall take the relevant positions. The foregoing notwithstanding
the powers of the National Banking and Securities Commission provided in article 25 of this
Law to determine the removal or suspension of the members of the board of directors, the
chief executive officers, examiners, executives and managers, trust delegates and other
officers that may bind the institution with their signature, or
e)
Any others determined by the National Banking and Securities Commission, based on the
results of their inspection and surveillance duties, as well as on the sound banking and
financial practices.
For the application of the measures under this subsection, the National Banking and Securities
Commission may consider, among other elements, the category in which the commercial bank
has been classified, its integral financial condition, the compliance with the regulatory framework,
the trend of the capitalization index of the institution and of the main indicators reflecting the
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degree of stability and solvency, the quality of the accounting and financial information, and the
compliance in the handing over of such information and,
IV. Whenever the commercial banks keep a capitalization index higher by twenty five percent or
more, to the one required under the applicable provisions, neither the minimum corrective
measures nor the additional corrective measures shall be applied.
Article added OGF 06-04-2001. Amended OGF 06-16-2004
Article 134 Bis 2. - The National Banking and Securities Commission shall inform the Secretariat of
Finance and Public Credit, Bank of Mexico and the Institute for the Protection of Banking Savings,
whenever a commercial bank fails complying with the capitalization requirements established in
accordance with the provisions of article 50 of this Law and in the provisions derived from such legal
provisions. On the other hand, the Institute for the Protection of Banking Savings shall inform the National
Banking and Securities Commission of any irregularity detected in the commercial banks.
In the events abovementioned, the National Banking and Securities Commission shall provide the
Institute for the Protection of Banking Savings with the necessary information to make the latter aware of
the financial condition of the corresponding commercial bank for purposes of the provisions of this Law
and the Bank Savings Protection Law, to such end it shall share its documents and data base.
For purposes of the provisions of the preceding paragraph, the National Banking and Securities
Commission may enter into agreements for the exchange of information according to the law.
The Institute for the Protection of Banking Savings may request the commercial Banks the relevant
information on secured obligations set forth in article 6 of the Bank Savings Protection Law, when it
deems it necessary.
The provisions of this article shall be applicable without regard to the powers conferred to the Institute
for the Protection of Banking Savings in the Bank Savings Protection Law.
Article added OGF 06-16-2004. Amended OGF 07-06-2006
Article 134 Bis 3.- The commercial banks shall classify the information regarding the operations
related to the secured obligations established in the Bank Savings Protection Law, in the automated
systems for the processing and conservation of data, as well as any other technical proceedings, either
magnetic, archives of microfilmed documents or of any other nature, being subject to the general rules
issued to such purpose by the Institute for the Protection of Banking Savings, through their Board of
Governors, without regard to the obligations under which it is bound in connection with the preservation
and classification of the information established by the Law and any other applicable provisions.
The Institute for the Protection of Banking Savings may request the National Banking and Securities
Commission to carry out inspection visits, in order to review, verify and evaluate the information that the
institutions have provided to such Institute in terms of article 134 Bis 2 of this Law and the compliance of
the obligation provided in the preceding paragraph, as well as to obtain the necessary information to carry
out the technical survey mentioned in article 122 Bis 26.
The personnel of the Institute for the Protection of Banking Savings may take part in such inspection
visits in coordination with the National Banking and Securities Commission.
The personnel of the Institute for the Protection of Banking Savings who takes part in the inspection
visits mentioned hereunder shall have access to the information and documents related to the
transactions subject matter of the inspection visit. In these cases, the commercial banks may not oppose
the provisions of article 117 of this Law.
Article Added OGF 07-06-2006
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Article 134 Bis 4. - The Secretariat of Finance and Public Credit shall indicate, in the list published
annually in compliance with the provisions of article 12 of the Federal Government-Controlled Companies
Law, those public trusts that are government-controlled companies and that form part of the Mexican
Banking System, according to article 3 of this Law.
For purposes of constituting the list mentioned in the preceding paragraph, the entities that coordinate
the sectors must provide the Secretariat of Finance and Public Credit the determination of the public trusts
which are organized as government-controlled companies that are part of the Mexican Banking System in
terms of article 3 of this Law, and that are grouped in the sector coordinated by such entity.
The public trusts that form part of the Mexican Banking System shall be subject to the supervision of
the National Banking and Securities Commission. In regards to the trusts that cease to be part of such
system and that have defaulted applicable provisions during the time that were subject to the supervision
of the, National Banking and Securities Commission, the latter shall carry out any necessary acts to
impose applicable penalties even afterwards.
The aforementioned Commission, when exercising the supervision powers on the trusts in question,
shall have the same authority as the one conferred in articles 133 and 134 of this Law, as well as those
granted to it by the law governing such Commission in regard to the credit institutions.
The National Banking and Securities Commission shall issue prudent standards, of accounting record
of transactions, of requests for financial information, of estimates of assets and liabilities and of
constitution of preventive reserves, applicable to the trusts set forth in this article.
Article added OGF 02-01-2008
Article 135. The credit institutions and the corporations subject to the inspection and surveillance of
the National Banking and Securities Commission and the National Commission for the Protection and
Defense of Users of Financial Services are obliged to provide the inspectors all the support that may be
requested, providing any data, reports, records, minute books, ancillaries, documents, correspondence
and in general, any documents that said inspectors may deem necessary for the compliance of their
duties; and the National Banking and Securities Commission may have access to their offices,
establishments and any other facilities.
Article amended OGF 25-06-2009
Article 136. The public officers of the National Banking and Securities Commission and the National
Commission for the Protection and Defense of Users of Financial Services are prohibited from carrying
out transactions with the institutions subject to their supervision in conditions which are preferential in
respect to the ones offered to the public at large.
Paragraph amended OGF 06-25-2009
Such public officers shall fill the profile of their office as determined by the aforementioned
Commission, according to the provisions of the Federal Public Administration Career Law.
Article amended OGF 02-01-2008
Article 137. - Repealed.
Article repealed OGF 07-06-2006
Article 137 Bis. - The National Banking and Securities Commission and the National Commission for
the Protection and Defense of Users of Financial Services may, having previously granted the right to a
hearing to the credit institutions, suspend or limit in a partial manner the execution of credit, liability and
services transactions established in article 46 of this Law, when such activities fall in any of the following
premises:
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I. If they fail to have the necessary infrastructure or the internal controls for the execution of the
corresponding transactions and services, pursuant to the applicable provisions;
II. If they fail to comply with or incur in default of any of the requirements for the start of operations and
services;
III. If they carry out any transactions different to the ones they have been authorized;
IV. If they fail to comply with the necessary requirements in order to execute transactions or to provide
specific services as provided in the general provisions;
V. If they carry out transactions or provide services that may imply a conflict of interest in detriment of
their customers or if they take part in activities that are forbidden by this Law or the provisions derived
therefrom, and
VI. In any other cases provided in this or other laws.
The suspension order established in this article shall be regardless of the sanctions that may be
applicable in terms of the provisions of this Law and any other applicable provisions.
Article added OGF 01-02-2008
Article 138. - The National Banking and Securities Commission, with the agreement of its Board of
Governors, in order to protect the interests of the public that saves their money in commercial banks and
the creditors of a commercial bank, shall declare the intervention of the commercial bank when any of the
following events arise:
I. If during a one-month term, the capitalization index of the commercial bank decreases from a level
equal to or over the one required under the provisions of article 50 of this Law, to a level equal to or below
fifty percent the one required according to the aforesaid article, or
II. If the commercial bank incurs in the revocation event provided in section V of article 28 of this Law,
and the institution fails to request the regime provided in article 29 Bis 2.
Furthermore, the National Banking and Securities Commission, may declare the intervention of a
commercial bank, when in its opinion there are irregularities of any kind that could affect their stability and
solvency, and jeopardize the interest of the public or the creditors of the corresponding institution, or else,
when it considers that any non-compliance event provided in subsection VI of article 28 of this Law
occurs.
The Board of Governors of the National Banking and Securities Commission which determines the
intervention shall resort to the Executive Secretary of the Institute for the Protection of Banking Savings,
who may provide elements for the taking of this decision. The Executive Secretary of the aforementioned
Institute may appoint, though a resolution, a public officer of the same Institute in order to replace him
exceptionally, in the event of absences, in the Board of Governors meetings of the National Banking and
Securities Commission mentioned in this article. The aforesaid public officer shall have the hierarchic level
immediately next to the one of the Executive Secretary, in terms of the applicable provisions.
The intervention of a commercial bank shall imply that the person appointed by the Board of Governors
of the Institute for the Protection of Banking Savings, takes the position as provisional manager of the
institution in terms of this Law.
Article amended OGF 06-04-2001, 07-06-2006
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Article 139.- Notwithstanding the provisions of the preceding article, the Board of Governors of the
Institute for the Protection of Banking Savings shall appoint a provisional manager when said Institute
provides financial support to the relevant institution, as it is provided in Part B of Section First of Chapter II
of Title Sixth of this Law.
The provisional manager appointed by the Institute shall prepare an opinion on the integral condition of
the corresponding commercial bank.
The Board of Governors of the Institute for the Protection of Banking Savings shall establish, through
general guidelines, the elements that must be contained in the aforementioned opinion, which is to
include, at least, a detailed description of the financial condition of the commercial bank, an inventory of
assets and liabilities, and additionally, the indication of those obligations pending payment by the bank,
which default could bring about the incurrence in any of the premises provided in article 29 Bis of this Law.
The aforementioned opinion shall contain the legal and accounting opinion formulated to such effect by
the independent external auditors of the corresponding institution.
Article amended OGF 07-06-2006
Article 140. - The provisional manager appointed under articles 138 or 139 of this Law, shall be
constituted as sole administrator of the corresponding institution, replacing in any case the board of
directors, as well as the general shareholders’ meeting, in those cases where the exercise of the
corporate and pecuniary rights of the shares of such institution does not correspond to the Institute itself.
The provisional manager shall have the following powers:
I. The representation and management of the institution;
II. Those corresponding to the board of directors of the institution and its chief executive officer, being
vested with full general powers for acts of ownership, acts of administration, and lawsuits and collections,
with powers that require a special clause according to the law, as well as to subscribe negotiable
instruments, to enter into credit transactions, to file criminal complaints, accusations, to withdraw the latter
and to grant pardon and to commit to arbitration proceedings;
III. To prepare and submit for the approval of the Executive Secretary of the Institute for the Protection
of Banking Savings, the necessary budget for the attainment of the purposes of the provisional
management;
IV. To submit to the Executive Secretary of the Institute for the Protection of Banking Savings
periodical reports on the financial situation prevailing in the institution, as well as the administrative
operation of the same and its probable resolution;
V. To authorize the procurement of liabilities, investments, expenses, acquisitions, transfers and, in
general, any disbursements made by the institution;
VI. To suspend the transactions that may jeopardize the solvency, stability or liquidity of the institution;
VII. To recruit and remove the personnel of the institution, and to inform such situation to the Executive
Secretary of the Institute for the Protection of Banking Savings;
VIII. To grant the powers of attorney that it deems convenient, to revoke those already granted and, in
compliance with the provisions of the applicable laws, delegate its powers to the attorneys-in-fact it
appoints to such effect, so they may exercise such powers under the terms and conditions that the
Institute for the Protection of Banking Savings determines, and
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IX. Others established by applicable provisions and those granted by the Board of Governors of the
Institute for the Protection of Banking Savings.
The foregoing, notwithstanding the powers of the National Banking and Securities Commission to
issue the necessary measures aimed at the regularization of irregular transactions made by the
commercial bank in question, stating a term to complete them, as well as to exercise the actions that may
be applicable under this Law.
Article amended OGF 07-06-2006
Article 140 Bis. - The provisional managers appointed by the Institute for the Protection of Banking
Savings must meet the requirements set forth in article 24 of this Law, and the provisions of subsection VI
of article 23 of said legal statute will not apply to them.
Notwithstanding the provisions of the aforementioned paragraph, the provisional managers must
comply with the following requirements:
I. Not to have acted as external auditor of the commercial bank or of any of the companies composing
the financial group to which this belongs, during five years prior to the date of the of the appointment, and
II. Not to have been disqualified to act as visitors, conciliators or receivers nor to have any conflict of
interest, in terms of the Business Reorganization Law.
In the event that an entity is appointed as provisional manager, the individuals who carry out any
activities related to such duty shall comply with the requirements hereunder stated. Likewise, the entities
shall be subject to the limitation provided in subsection I above.
The individuals, who fail to comply with any of the requirements contained hereunder, shall refrain from
accepting the position as provisional manager and they shall express such circumstance in writing.
The Institute for the Protection of Banking Savings, through the guidelines approved by its Board of
Governors, shall establish the governing criteria for the determination of the salaries of the provisional
managers.
Article added OGF 06-04-2001. Amended OGF 07-06-2006
Article 141.- In addition to the provisions of article 140 of this Law, the provisional manager may grant
any general and special powers of attorney he deems convenient and revoke those already granted, as
well as appoint trust delegates of the corresponding commercial bank. The powers set forth in this article
shall be understood as conferred to the attorneys-in-fact of the provisional manager, who may be
individuals or entities, in the terms established by said article.
Article amended OGF 07-06-2006
Article 142. -The provisional manager’s performance shall neither be under the control of the original
shareholders’ meeting nor of the Board of Directors of the respective bank.
Article amended OGF 07-06-2006
Article 143. - The Institute for the Protection of Banking Savings shall publish and register the
declaration of the provisional management in the office of the Public Registry of Commerce of the
corporate domicile of the corresponding bank, without further requirements but a communication of its
Executive Secretary containing the same. The provisional management shall be fully effective as of the
date of its registration.
Article amended OGF 06-04-2001, 07-06-2006
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Article 143 Bis. - The National Banking and Securities Commission, in the exercise of the powers
hereunder established, may indicate the form and terms under which its requirements shall be complied
with.
Furthermore, the aforesaid Commission, in order to enforce its determinations in regard to the subject
regulated by this Law, may utilize indistinctly the following enforcement measures:
I. Warning with advice;
II. Fine ranging from 2,000 to 5,000 times the daily minimum wage;
III. Additional fine of 100 times the daily minimum wage per each day the violation persists, and
IV. The assistance of police force.
If the enforcement measures were not sufficient, the Commission may request the competent authority
to proceed against the defaulting party for his failure to obey a legal order of a competent authority.
For purposes of this article, the federal or local courts or prosecution authorities and the federal or local
security or police forces must render forthwith the support requested by the National Banking and
Securities Commission.
In connection with the public security forces of the states or municipalities, the support shall be
requested in terms of the legal statutes regulating public safety or, as the case may be, according to the
administrative collaboration agreements that may have been entered with the Federation.
Article added OGF 02-06-2008
Article 144. - The attorneys-in-fact of the provisional manager who perform duties pertaining to the first
two hierarchical levels in the commercial banks shall be individuals with recognized knowledge in the
financial field.
As of their appointment, the provisional manager and his attorneys-in-fact, as well as his or her spouse
or relatives up to the fourth degree may not enter into transactions with the institution under management.
The transactions expressly approved by the Board of Governors of the Institute for the Protection of
Banking Savings shall be exempted.
Article Added OGF 07-06-2006
Article 145. - For the exercise of their duties, the provisional manager may have the support of a
consulting board, which shall be composed by a minimum of three and a maximum of five persons
appointed by the Institute for the Protection of Banking Savings, from amongst the ones recorded in a
registry indicated in the following paragraph.
The professional associations grouping the commercial banks recognized by the National Banking and
Securities Commission must implement mechanisms so that the individuals interested in acting as
members of the consulting board mentioned above, may be recorded in a registration kept to such effect.
In order to be registered in the aforementioned registry, the interested persons shall file a petition in
writing to any of the professional associations mentioned above, with the supporting documents
evidencing compliance with the requirements set forth in article 23 of this Law, as well as the
requirements established to such effects by the professional association in question.
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With the prior summons made by the provisional manager, the consulting board shall meet in order to
give its opinion on the matters submitted to its consideration. Minutes shall be prepared of each meeting
containing in detail the most relevant issues and the resolutions of the relevant meeting.
The members of the consulting boards may only refrain from knowing and making a statement of the
issues submitted to their consideration, in the event there is a conflict of interest, in such case the board
shall inform such situation to the provisional manager.
The fees of the members of the consulting board shall be covered by the corresponding commercial
bank.
The Institute for the Protection of Banking Savings will establish, through general rules, the other
provisions to which the consulting board shall be subject to.
Article added OGF 07-06-2006
Article 146.- The National Banking and Securities Commission, through its Board of Governors, shall
proceed to the intervention and, as a result, the provisional management by the Institute for the Protection
of Banking Savings, shall cease in the event:
I. The commercial bank starts a process of dissolution and liquidation;
II. The Institute for the Protection of Banking Savings sells the shares representing the capital stock of
the institution in terms of this Law;
III. The institution is declared in reorganization, or
IV. The irregular operations and other violations to the laws shall have been remedied.
In the cases provided in this article, the Institute for the Protection of Banking Savings shall proceed to
cancel the registration with the relevant Public Registry of Commerce office.
Article added OGF 07-06-2006
Article 147.- When the ceasing of the provisional management is declared, the provisional manager
shall prepare a detailed report justifying the actions performed in the exercise of such duties, as well as an
inventory of the assets and liabilities of the institution and an opinion of the financial, accounting, legal,
economic and administrative condition of such Institution.
The aforementioned report must be filed to the general shareholders’ meeting. If after having called the
meeting, this fails to be convened with the necessary quorum, the provisional manager shall publish a
notice addressed to the shareholders indicating that the aforementioned document is available to them,
indicating also the place and time it may be consulted. Furthermore, it shall forward the National Banking
and Securities Commission a copy of the aforementioned report.
Article Added OGF 07-06-2006
Article 148. - The National Banking and Securities Commission may order the closing of the offices
and branches of a commercial bank whenever the intervention set forth in article 138 of this Law is
determined, or whenever it is requested by the Institute for the Protection of Banking Savings by virtue of
the methods of cancellation that may be need to be applied according to this Law.
For purposes of the provisions of the preceding paragraph, the resolution of the Board of Governors of
the National Banking and Securities Commission and the favorable opinion of the Institute for the
Protection of Banking Savings shall be required.
Article added OGF 07-06-2006
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Credit Institutions Law
CHAMBER OF DEPUTIES OF THE HONORABLE CONGRESS OF THE UNION
General Secretariat
Office of Parliamentary Services
Documents, Information and Analysis Center
Last Amendment OGF 05-25-2010
Article 149.- In order to protect the interest of the public that saves their money in commercial banks,
the actions and the resolutions of the Secretariat of Finance and Public Credit, of the National Banking
and Securities Commission, of the Institute for the Protection of Banking Savings, of Bank of Mexico,
those of their corresponding Boards of Governors, as well as those pertaining to the provisional
managers, set forth in articles 27 Bis 1 to 27 Bis 6, 28 to 29 Bis 12, 50, 122 Bis to 122 Bis 35, 134 Bis 1 to
134 Bis 3 and 138 to 149 of this Law, shall be considered as public order and social interest matters,
therefore, no stay of execution remedy shall be applicable whatsoever.
Article added OGF 07-06-2006
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