Santamarina Steta

Legal Update: New SAT Verification to Submit the Merger Notice

Download Document | February 2022

The Miscellaneous Fiscal Resolution (“RMF”) for 2022 incorporated the obligation to request verification from the SAT as a mandatory requirement before submitting the notice of cancellation in the RFC due to the merger of companies. 

The verification request is regulated in the "316/CFF" procedure file of Annex 1-A of the RMF and must be requested by the merging company through the SAT Portal, who must validate that the taxpayer:

  • Do not count on audits or tax credits.
  • That your declared income is consistent with your electronic billing.
  • You are not on any SAT blacklist.
  • Has not given tax effects to invoices received from taxpayers included in the list of companies that invoice simulated operations.

The file above establishes that the verification must be resolved in 10 business days, establishing that in that time the term to present the merger notice will not be interrupted. The cancellation notice in the RFC must be submitted within one month after the merger took effect to be considered exempt.

The verification requirement reduces the days in which taxpayers can present the merger notice since it does not suspend the term and leaves the taxpayer defenseless since they have to wait until the verification response is issued to be able to cancel the RFC, which can occur after the 30 days and therefore be considered taxed.

For these reasons,we consider this requirement unconstitutional since it violates various taxpayers' rights. We suggest you take the above into account so that you can protect your rights in your merger operations.

***The publication of this note does not constitute a legal consultation, nor is it intended to apply to particular cases.

If you require additional information, please contact the responsible partner for your affairs or one of the lawyers mentioned below:

Mexico City Office

Lic. Mariano Calderón V. (Partner),

Lic. Karina Robledo Y. (Counsel),

Tel: +52 55 5279-5400

Monterrey Office

Lic. César Cruz A. (Partner)

Tel: +52 81 8133-6000

Queretaro Office

Lic. José Ramón Ayala A. (Partner)

Tel: +52 442 290-0290