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Foreign direct investment reviews 2023: A global perspective

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A guide to navigating the rules for investing in countries that require foreign direct investment approval.


Now in its seventh year of annual publication, White & Case's Foreign Direct Investment Reviews provides a comprehensive look into rapidly evolving foreign direct investment (FDI) laws and regulations in approximately 40 national jurisdictions and two regions. This 2023 edition includes more than 15 new jurisdictions in addition to those covered in previous editions and summarizes high-level principles in the European Union and Middle East. Our expansion in coverage reflects the rapid global proliferation of FDI regimes and our market leading position in the field.

FDI regimes are wide-reaching in scope, from national security to public health and safety, law and order, technological superiority, and continuity and integrity of critical supply chains. They are divergent with respect to jurisdictional triggers across countries, and are almost always a black-box process.

The following are some general observations, in large part based on the 2022 CFIUS and EU annual reports:

  • The number of FDI regimes and regulatory enhancements is growing around the world, particularly in Europe. In 2021 and 2022, four EU Member States—Czech Republic, Denmark, Netherlands and Slovakia—implemented new FDI regimes, and in 2023, Sweden and Belgium are slated to adopt FDI screening measures (in addition to non-member Switzerland).
  • FDI regulators, at least from allied nations, are collaborating and learning from each other. CFIUS reported at its first annual conference in 2022 that it continues to host training sessions for US allies so that they can adopt similar regimes.
  • FDI regulators interpret their jurisdiction and authority broadly, especially if they believe it is in the national interest. Many regulators have "call-in," "ex officio," or "non-notified" authority.
  • Despite increased regulation, most cross-border transactions are successfully consummated, although there has been an increase in the number of cases clearing with remedies.
  • The origin of the investor remains a key concern for Western regulators. For example, China and Russia are included more and more in CFIUS's regular Q&A, asking broader and more invasive questions.

Investors conducting cross-border business need to understand FDI restrictions as they are today—and how these laws are evolving over time—to avoid disruption to realizing synergies, achieving technological development and integration, and ultimately securing liquidity.

We would like to extend a special thank-you to all of our external authors, who have provided some insightful commentary on the FDI regimes in a number of important jurisdictions. The names of these individual contributors and their law firms are provided throughout this publication.

We would also like to extend a special thank-you to James Hsiao of our Hong Kong office and Tim Sensenig of our Washington, DC office for their tireless efforts and dedication to the publication of this edition.



The Canadian government announced a strict framework to evaluate foreign investments in the critical minerals sector by state-owned enterprises and state-linked private investors, especially if from “non-likeminded” countries.

canada fdi 2022


Foreign direct investments, whether undertaken directly or indirectly, are generally allowed without restrictions or without the need to obtain prior authorization from an administrative agency.

mexico fdi 2022

United States

Most deals are approved, but expanded jurisdiction, mandatory filings applying in certain cases, enhanced focus on national security considerations, and a substantially increased pursuit of non-notified transactions have changed the landscape.

United States of America



Driven by the European Commission's guidance, Member States keep expanding their investment screening regimes. A similar trend is observed in Europe at large.

european union fdi 2022


In Austria, the Austrian Federal Investment Control Act (Investitionskontrollgesetz or the ICA) introduced a new, fully fledged regime for the screening of Foreign Direct Investments (FDI) and came into effect on July 25, 2020. With its wide scope of application and extensive interpretation by the competent authority, the number of screened investments has soared.

austria fdi 2022


Belgium implements an FDI screening regime by July 1, 2023.


Czech Republic

The new Foreign Investments Screening Act took effect in May 2021, and completed its first full year in operation in 2022.

czech republic fdi 2022


The scope of the Danish FDI regime is comprehensive and requires a careful assessment of investments and agreements involving Danish companies.

denmark fdi 2022


Estonia will have in place an FDI review regime by September 2023.

estonia fdi 2022


Deals are generally not blocked in Finland.



In France, FDI screening authorities have issued new guidelines to improve the transparency of the FDI process.

france fdi 2022


The Federal Ministry for Economic Affairs and Energy continues to tighten FDI control, but the investment climate remains liberal in principle.

germany fdi 2022


The need for FDI screening remains in focus for deals with Hungarian dimensions.

hungary fdi 2022


Ireland anticipates adopting and implementing an FDI screening regime by Q1 2023.

ireland fdi 2022


Italian "Golden Power Law:" Ten years old and continuously expanding its reach.


Republic of Latvia

The Russian Federation's invasion of Ukraine has precipitated the inclusion of provisions blocking Russian and Belarussian nationals from direct investment in a number of sectors.



All investments concerning national security are under the scope of review.



Luxembourg has introduced a bill of law to regulate foreign direct investments. The law is currently being discussed before the Luxembourg Parliament.



Malta's recently introduced FDI regime captures a substantial number of transactions that must be notified to the authorities and, in some cases, will be subject to screening.


Middle East

The Middle East continues opening to foreign investment, subject to licensing approvals and ownership thresholds for certain business sectors or in certain geographical zones.

Middle East


The Netherlands prepares for its first effective year of new FDI regulation.



Changes in the geopolitical situation have resulted in increased awareness of security threats caused by strategic acquisitions and access to sensitive technology. The ongoing review of the FDI regulations in Norway is expected to result in more effective mechanisms to identify and deal with security threats in transactions and investors should be prepared to take this into account when planning future investments in Norwegian companies that engage in sensitive activities.



The Polish FDI regime governing the acquisitions of covered entities by non-EEA and non-OECD buyers has been extended until July 2025.



Transactions involving foreign natural or legal persons that allow direct or indirect control over strategic assets may be subject to FDI screening.



The Romanian regime regarding foreign direct investment has undergone a major change in 2022, when new legislation was enacted, and is aimed at implementing relevant European Union legislation.


Russian Federation

The Federal Antimonopoly Service (FAS) tends to impose increased scrutiny in the sphere of foreign investments and has developed a number of amendments to the foreign investments laws that are aimed at eliminating legislative gaps in this sphere.

Russian Federation


On November 29, 2022, Slovakia, for the first time, adopted full-fledged foreign direct investment legislation. This legislation is effective as of March 1, 2023.



Since May 31, 2020, certain foreign investments into Slovenian companies can be subject to review. Acquisition of real estate related to critical infrastructure may also be subject to review.



The restrictions imposed by the Spanish government on foreign direct investments during the COVID-19 outbreak have remained after the pandemic.



Other than security-related screening, Sweden is currently still without a general FDI screening mechanism.



Historically, Switzerland has been very liberal regarding foreign investments. However, there has recently been increased political pressure to create a more structured legal regime for foreign investment.



Making Türkiye an attractive investment destination continues to be a priority for the government.


United Arab Emirates

Foreign direct investment is permissible in the UAE, subject to applicable licensing and ownership conditions.


United Kingdom

The UK’s National Security & Investment Act has now been in place for a year and has already made its mark, prohibiting deals on national security grounds and also requiring remedies in cases that are not subject to the mandatory notification requirement.  We expect a continued tough approach over the next year as global geo-political tensions bring national security concerns to the fore.




Australia requires a wide variety of investments by foreign investors to be reviewed and approved before completion of the investment.



China has further developed its national security regulatory regime by promulgating measures on cybersecurity review and security assessment of cross-border data transfer.



India continues to be an attractive destination for foreign investment, ranking as the world's seventh-largest recipient of FDI in 2021.



The Japanese government continues to review filings and refine its approach under the FDI regime following the 2019 amendments.



Korea is increasing the level of scrutiny of foreign investments due to growing concerns over the transfer of sensitive technologies.


New Zealand

Recent legislative reforms have increased the New Zealand government's ability to take national interest considerations into account, but have also looked to exclude lower-risk transactions from consent requirements.

New Zealand


All FDIs are subject to prior approval, but the investment climate is welcoming and liberal.


Foreign direct investment reviews 2023: France

In France, FDI screening authorities have issued new guidelines to improve the transparency of the FDI process.

6 min read

The Bureau Multicom 4 of the Ministry of Economy (MoE)'s Treasury Department is responsible for FDI review in France. Though FDI screening remains mainly confidential in France, the MoE is working on making the process more transparent in order to increase predictability for foreign investors. No major reforms of existing FDI screening laws and regulations are expected in the coming years.

Recent updates

  • No major changes in the legislation. As planned, the Ministerial Order of 10 September 2021 "relating to foreign investments in France" came into force on January 1, 2022. This Order supplements the list of critical technologies involved in the production of renewable energy
  • The MoE published for the first time the FDI annual report in March 2022 and the FDI Screening Guidelines ("the Guidelines") in September 2022. These publications offer more transparency for foreign investors, especially following the expansion of the scope of the FDI control regime and MoE's powers in past years
  • In 2022, we noticed increasing attention to transactions related to public health, food security and early-stage R&D activities. Inbound investments in defense-related activities and in certain key French industries like nuclear are still subject to close monitoring by French FDI screening authorities. We anticipate that those trends will continue

Who files

The foreign investor files a mandatory request for prior authorization, which includes information listed in the 2019 Ministerial Order, concerning the investor (incl. its structure, the composition of its board of directors, a list of its French and foreign competitors), the target (incl. a list of its French competitors and competitors operating in the EU), a list of its French clients, a list of intellectual property (patents, trademarks, licenses) held or used, and the investment (incl. the amount, the structure, the strategies).

Types of deals reviewed

The transactions captured by the French FDI screening rules are:

  • Acquisitions by a foreign investor (i.e., non-French investor or French investor not domiciled in France) of (i) a direct or indirect controlling interest in a French entity and/or (ii) whole or part of a branch of activity of a French entity
  • Acquisitions by a non-EU/EEA investor (acting alone or in concert with others) of more than 25 percent of voting rights of a French entity, whether made directly or indirectly. Decree No. 2020-892 of 22 July 2020 lowered this voting rights threshold to 10 percent for investments in French listed companies (this measure is temporary and has been extended to December 31, 2023)
  • FDI review is triggered only where the target conducts sensitive activities, as listed in the French Monetary and Financial Code (MFC). They include inter alia the following sectors: defense and security, public health, big utilities and critical infrastructures (i.e., energy, telecoms, transportation, water supply), R&D in critical technologies and activities relevant in terms of food security

Scope of the review

The MoE review is mandatory and suspensory. Therefore, the parties must wait for the MoE decision in order to complete and implement the transaction.

The MoE examines whether the investment may distort public order, public safety or national security. Other ministries interested in the investment are consulted. The MoE may clear the transaction with conditions such as continuity of supply of the sensitive activities, maintaining sufficient capacities and IP rights in France to keep supplying those activities, and/or duty to report to French authorities. In exceptional cases, the MoE may also impose the divestment of the sensitive activities.

Follow-up Q&As are customary. The Guidelines formalize the possibility to hold informal exchanges with the Ministry, both for the target and the investor, to clarify the purpose of the investment prior to the notification.

Any transaction that closes without the MoE's authorization is null and void. To remedy such a situation, the MoE can enjoin the investor to file for prior authorization. In case of a breach of FDI screening rules, the MoE has the power to take interim measures to suspend the investor's voting rights in the target, prohibit or limit the distribution of dividends to the foreign investor, temporarily suspend, restrict or prohibit the free disposal of all or part of the assets related to the sensitive activities carried out by the target, and appoint a temporary representative within the company to ensure the preservation of national interests.

The MoE may also impose financial sanctions (i.e., up to twice the value of the investment; 10 percent of the annual turnover of the target; or €1 million for natural persons or €5 million for legal entities). More generally, in the application of articles 458 and 459 of the French Customs Code, any infringement to FDI screening requirements may be subject to criminal penalties (i.e., up to five years imprisonment; confiscation of the property and assets; and a criminal fine).

The Guidelines specify that the amount of penalty will depend on the context and the behavior of the investor. The Guidelines also provide that if the authorization is granted following omission or fraud, the MoE can withdraw its authorization at any time.

Following a conditional clearance, if an investor fails to comply with the commitments, the MoE can withdraw the clearance or oblige the investor to comply with the initial/new commitments. The sanctions listed above also apply.

Review process timeline

The MoE has 30 business days to indicate whether a transaction falls outside the scope of the review, is cleared unconditionally or requires further analysis. When further analysis is required and mitigating conditions are necessary, the MoE has an additional period of 45 business days to provide the investor with its final decision, i.e., clearance with conditions or refusal of the investment. In practice, the process can last approximately three months. In the absence of a response from the MoE within the stated time limit, the application is deemed to be rejected.

Decree n°2020-892 of 22 July 2020 introduced a fast-track procedure for investments from non-EU/EEA investors in French listed companies beyond a 10 percent threshold in voting rights. Unless the MoE objects, the authorization is deemed granted within ten days from the notification.

We expect the MoE to keep working along with other EU authorities

How foreign investors can protect themselves

Foreign investors must anticipate foreign investment control issues before planning and negotiating transactions. The responsibility for filing lies primarily on the buyer and, if the transaction reaches the thresholds, prior clearance by the MoE should be a condition of the transaction including a break-up fee or opt-out clause in case it is impossible to fulfill the demands of the MoE.

The Guidelines specify that it is possible to seek a letter of comfort when the transaction is only an investment project, if the parties prove their intentions to invest. In this case, the MoE has two months to respond.

Preliminary informal contacts with French authorities may also be advisable to determine the impact on the timeline. The seller's cooperation in the preparation and review of the filing remains important.

Looking ahead

Recent data shows that prohibitions are scarce, but conditions are customary. These trends are likely to continue in 2023. In 2021, out of the 124 authorized investments, 54 percent were subject to conditions. Among the authorized operations, 13.7 percent concerned the defense and security sector and 29.4 percent concerned mixed sectors.

With an increasing number of EU Member States adopting new screening mechanisms, we expect the MoE to keep working along with other EU authorities within the framework of the EU cooperation mechanism.

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This article is prepared for the general information of interested persons. It is not, and does not attempt to be, comprehensive in nature. Due to the general nature of its content, it should not be regarded as legal advice.

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