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In the case of general extraordinary shareholders meetings, unless the bylaws indicatea higher percentage, at least three-fourths of the capital stock must be represented, andresolutions will be adopted by the vote of the shares representing half of the capital stock.If the general extraordinary shareholders meeting cannot be held due to the lack of aquorum, a second call will be made for a subsequent date, indicating that it is a secondcall. In this case, resolutions can be adopted with the favorable vote of the number ofshares representing at least half of the capital stock.6. Public Registry of CommerceBy law the public instruments of the company that record the following points, among others,must be registered in the Public Registry of Commerce: the granting and/or revokingof general powers; the appointment, revocation, and/or resignation of managers, officers,examiners and members of any oversight board; the amendment of the corporate bylaws;and resolutions for liquidation, merger, transformation, and spin-off of the company.7. Establishment of a Branch of a Foreign Company in MexicoForeign companies can do business in Mexico through the establishment of a branch,and for that the foreign company must obtain the authorization of the Foreign InvestmentBureau (Dirección General de Inversión Extranjera) of the Ministry of Economy (Secretaríade Economía, SE) in order to be able to register their corporate bylaws in the PublicRegistry of Commerce of the domicile of the location where it will be established. Thisregistration is necessary given that the LGSM establishes that foreign companies may onlydo business once they are registered in the Public Registry of Commerce.7.1. PowersIn practice, in order to open a branch in Mexico, a foreign company must adopt a resolutionapproving the establishment of the branch in Mexico and granting powers to thelegal representatives that will handle the operations of the branch. This resolution mustbe certified before a notary public commissioned in the domicile of the foreign companyand subsequently legalized by the Mexican consulate of such domicile or apostilledin accordance with the Hague Convention of October 5, 1961, if the foreign companybelongs to a country that has signed such convention. After the legalization or apostille,the resolution to open the branch and the corresponding granting of powers to the representativesmust be translated into Spanish by an authorized translator in Mexico and,if the legalization was done by the Mexican consulate, the document must be notarizedin Mexico before a certifying public officer.65Requirements for Establishing a Company in Mexico