In the last few years, a series of changes in the Mexican laws governing secured transactions have made lending against personal property such as equipment, inventory and accounts receivable more attractive to lenders to Mexican companies. The changes have involved amendments to the substantive law of secured transactions, including the introduction of new concepts such as non-possessory pledges and guaranty trusts and the introduction of a central national registry for recording or registering secured transactions. Early this year, as part of the Mexican government's "financial reform" package of laws, the laws governing civil procedure and the enforcement of security interests granted by debtors against personal property were amended. The latest changes became effective in January 2014. While it is too soon to measure their effects, according to the legislative history the changes are intended to "modify the commercial legal framework for the purpose of making procedures more efficient, provide incentives for the general population to have access to credit, and to benefit the development of business in our country."
More recently, June 2014 amendments to the Mexican Commercial Code promise to make the central national registry a more reliable mechanism for recording secured transactions and alerting creditors to previously filed security interests.
Changes to the Substantive Law of Secured Transactions Before 2014
Unlike the United States where all states adopted the Uniform Commercial Code (UCC), Mexico does not have a single comprehensive law covering secured transactions. Instead, several laws cover various types of transactions involving personal or movable property (bienes muebles). Thus, there is no single concept of a "security interest" in personal property but a variety of mechanisms set out in the Commercial Code, the General Law of Credit Instruments and Transactions (the Ley General de Títulos y Operaciones de Crédito or LGTOC), the Civil Codes of the various States of Mexico and the Credit Institutions Law. The concepts include pledges under the Commercial Code (the commercial pledge) and the Civil Codes (the civil pledge), the industrial mortgage, pledges of warehouse certificates (bonos de prenda), assignments of accounts receivable (cesiones de créditos), conditional transfers of negotiable instruments (reportos), the securities pledge (prenda bursátil), special security interests involved in the...