2025 Anti-Money Laundering Law Reform: What Changes for Business Entities?

Ending Corporate Anonymity to Strengthen Anti-Money Laundering Enforcement

On July 17, 2025, a major milestone was reached in Mexico’s regulatory landscape with the enactment of Article 33 Bis—a key amendment to the Ley Federal para la Prevención e Identificación de Operaciones con Recursos de Procedencia Ilícita (Federal Law for the Prevention and Identification of Transactions Involving Illicit Proceeds or LFPIORPI). This reform aims to eliminate anonymity in corporate structures, facilitate the identification of ultimate beneficial owners (UBOs), and reinforce efforts to combat money laundering.

Expanded Scope of the Law

The LFPIORPI now not only seeks to safeguard the financial system and the national economy and prevent illicit financial activity, but also explicitly aims to prevent crimes involving the financial structures of criminal organizations and the misuse of resources for their financing. This amendment broadens the law’s reach and enhances its ability to address emerging threats and vulnerabilities.

New Obligations for All Business Entities

The reform imposes new obligations on all business entities, regardless of whether they engage in vulnerable activities or serve clients or users who do. Key responsibilities include:

• Identification of the Controlling Beneficial Owner: Defined as the individual or group of individuals who directly or indirectly hold more than 25% of the voting rights in the entity—lowering the previous threshold of 50%.
• Registration in the Secretaría de Economía (Ministry of Economy’s) electronic platform, in accordance with guidelines issued by the Secretaría de Hacienda y Crédito Público (Ministry of Finance and Public Credit or SHCP).
• Retention of supporting documentation to substantiate the identification of the Controlling Beneficial Owner.
• Timely response to verification requests issued by competent authorities.
• Reporting changes in ownership or rights over shares in the shareholder registry, as already required under the General Law of Business Entities.

Additionally, the SHCP will issue general rules obligating civil associations and societies to identify and report their Controlling Beneficial Owners, further expanding the reach of these compliance requirements.

Broader and Stricter Controls

Beyond obligations related to beneficial ownership, the reform introduces several critical updates:

• Updated Terminology: New definitions are added, including Client or User, Real Estate Development, Politically Exposed Person (PEP), and UMA (Unit of Measurement and Update). The concept of Controlling Beneficial Owner is refined to reflect effective control over more than 25% of share capital.
• Supplementary Legal Framework: References are incorporated into laws such as the "Ley General de Títulos y Operaciones de Crédito (General Law on Credit Instruments and Operations) and updated to reflect changes in the Ley General de Transparencia y Acceso a la Información Pública (General Law on Transparency and Access to Public Information).
• Expanded Powers of the SHCP: The SHCP is now empowered to interpret the law, issue general rules, define registration criteria, coordinate with the National Guard, and promote the creation of specialized enforcement units at the state level.
• Specialized Enforcement Unit: The Unidad Especializada en Análisis Financiero (Specialized Unit for Financial Analysis) is renamed the "Unidad Especializada en Investigación de Delitos Fiscales y Financieros (Specialized Unit for the Investigation of Tax and Financial) Crimes, with expanded investigative powers.
• Expanded Training Programs: AML-related training will now include the Secretaría de Seguridad y Protección Ciudadana (Ministry of Security and Citizen Protection) and the National Guard, improving interagency coordination and operational capability.
• New Requirements for Financial Institutions: Legal references are updated and include new provisions such as Article 226 Bis of the Ley de Mercado de valores (Securities Market Law).
• Expanded List of Vulnerable Activities: Activities such as real estate development are newly categorized as vulnerable, and reporting thresholds in UMA are adjusted. Entities must also implement:
• Risk-based assessments
• Internal compliance manuals
• Periodic audits
• Automated monitoring systems
• Compliance Officer Designation: The figure of the Designated Compliance Officer is formalized, with mandatory annual training.
• Extended Cash Restrictions: The prohibition on cash transactions is expanded to include payment consignments and may now apply to fungible goods,broadening enforcement scope.

Significant Penalties for Non-Compliance

Failure to comply may result in fines ranging from 2,000 to 10,000 UMA (Units of Measurement and Update), equivalent to approximately MXN $226,280 to $1,131,400. These sanctions reflect the government’s firm commitment to transparency and ending opacity in corporate ownership.

New Definitions and Dual Compliance

The reform introduces a revised definition of Controlling Beneficial Owner specifically for LFPIORPI purposes, which differs from the one established in the Código Fiscal de la Federación (Federal Tax Code). Therefore, businesses must identify and document both definitions separately, in compliance with each applicable legal framework.

Specialized Legal Guidance Is Now Essential

Given the scope and complexity of these new obligations, legal advisory services in corporate compliance are no longer optional—they are essential. These rules apply uniformly, regardless of the size, structure, or line of business of the entity.

Moreover, companies involved in vulnerable activities—or that serve clients or users who are—must secure specialized anti-money laundering (AML) compliance support. The stricter standards and harsher penalties introduced by the reform demand rigorous oversight and proactive implementation.

Do you have any questions or comments? Please feel free to contact Alejandro Vázquez at alejandrovazquez@ascg.mx.

This article was prepared by our Legal Partner, Mr. Alejandro Vázquez.

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We are AS Consulting Group, a member of SMS Latinoamérica, a firm specializing in accounting, tax advisory, financial services, legal, labor, foreign investment, and consulting services for small and medium-sized enterprises (SMEs), both domestic and foreign, in Mexico since 1991. Our expertise ensures the peace of mind and growth of your business. Being part of SMS Latinoamérica allows us to have a presence in over 21 countries and to be a member of the Forum of Firms, a committee of the International Federation of Accountants (IFAC).

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