The obligations of merchants (Mexico) consist of certain duties that the Commercial Code requires of all persons who carry out commercial activity, corresponding to the formalities that they must carry out if they want their commercial acts to have the desired legal effects..
Failure to comply with these legal requirements gives merchants an anomalous legal situation. The merchant is the subject of commercial laws, which can intervene within a market as a distributor, producer and intermediary of services and merchandise..
In order to provide legal security to society, at present this set of obligations is not reduced to accounting activity only, but also requires a whole set of requirements to be able to carry out commercial acts, which are known as forms in the legal world.
Under this guideline, in Mexico the obligations of merchants are raised in such a way that the obligations included in the commercial code, in its article 16, must first be exercised..
It refers to making known to the public that a certain natural or legal person is a merchant, when carrying out acts of commerce as their usual occupation. The aim is to make a legal certainty is required to have commercial relationships.
According to article 16, section I, of the Commercial Code: "Every merchant, by the simple fact of being one, is obliged to publish, through the press, the commercial quality".
Through this announcement, the site where the merchant carries out acts of commerce is also disclosed, allowing the public to know who is the individual in charge of managing the merchant's company.
This announcement is of singular importance, since the legal consequences for the relationship with a merchant are different from those resulting from the relationship with a person who is not..
In the first case, we would be talking about circumstances regulated by commercial law. In the second case, we would be talking about circumstances regulated by civil law.
In this case, the merchant is obliged that the commercial acts carried out are made known to third parties, through their registration in the Public Registry of Commerce..
Article 16 of the Commercial Code, in section II, determines that all merchants have the obligation to register in the Public Registry of Commerce, making the documents that support it notorious..
In this way, the status of the merchant's assets can be made known to potential creditors. This way they can make a better decision on whether or not to accept to extend their credit or to enter into a contract.
Failure to comply with this obligation is sanctioned by law as follows: “Failure to register the acts that are mandatory to register will cause them to only generate legal effects among those who have entered into it, without causing damage to third parties, who will be able to take advantage of them if would favor them ".
This obligation is relevant in matters of insolvency and guarantees. For example, if a merchant is insolvent, a mortgage on a property of the same that has not been registered in the Public Registry of Commerce will lose its primacy against other creditors.
Accounting is the method to systematically record the merchant's transactions, in order to quantify his liabilities and assets..
Article 16 of the Commercial Code, in its section III, indicates the following: "Every merchant, by the simple fact of being one, is obliged to maintain an accounting system, according to article 33".
Article 33 states: “The merchant has the obligation to maintain an adequate accounting system. This system can be carried out with the instruments and processing and registration systems that are better adapted to the characteristics of the business ".
The Commercial Code does not assign any particular accounting system. It only requires the merchant to keep an appropriate record of their business operations in order to quantify their liabilities and assets..
It establishes only some general guidelines to be able to consider it as an “adequate accounting system”. This basically means that each of the trades executed by the trader can be identified and tracked. In addition, it is obliged to have a ledger and a minute book.
This obligation consists in the fact that merchants must keep archived the telegrams, letters and any other document that they receive, related to their business. Likewise, the copies of the documents issued.
According to article 16 of the Commercial Code, in section IV, merchants have the obligation to keep the correspondence that has to do with their business.
In addition, merchants have the obligation to keep the originals of electronic messages, letters or any other document where agreements, commitments or contracts that generate obligations and rights are established for a minimum period of ten years..
The purpose of this provision is to safeguard the merchant's relationship with his creditors. This is because these documents can be used in case of conflict to verify the presence and validity of the operations executed by the merchant..
On the other hand, this obligation is closely related to the willingness to keep an adequate accounting system. This is because in the correspondence you can find information that serves as a backup of what is recorded in the accounting.
The Commercial Code disqualifies unfair competition by establishing that a civil action can be brought for damages and damages caused, after a firm ruling has been obtained through administrative channels..
The purpose of repressing unfair competition is to guarantee the exercise of free competition and freedom of occupation in the market..
Article 6. BIS of the Commercial Code adds another obligation of merchants. It consists in that they must carry out their activity following honest practices in commercial or industrial matters..
That is to say, merchants must be inhibited from executing acts that fall into unfair competition, defining this as those acts that when executed:
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