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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: Spain

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

5 min read

Since the outbreak of COVID-19 in 2020, foreign direct investments (FDIs) have been subject to increasing scrutiny. The policies enacted during the past two years specifically focus on investments that operate in critical sectors or are made by certain purchasers, subject to certain thresholds.

Recent updates

  • There have not been major changes to the legislation regarding FDIs during 2022. Initially, it was thought that a developing regulation would be enacted during the year to bring more clarity to how the review mechanism would work. However, this has not happened
  • The most relevant change is that the temporary restriction imposed on EU and EFTA residents investing in Spain has been extended until the end of 2024. Consequently, investors resident in the EU or EFTA will remain subject to the screening mechanism if they were to invest in listed companies, or in unlisted companies if the value of their investment exceeds €500 million

Who files

The FDI filing must be filed by the investor, specifically, by the legal entity that will be investing into the Spanish target.

The filing must be made to the electronic office of the Ministry of Industry, Commerce and Tourism. There is no standard form for the filing, but it should include the following information:

  • Identification of the investor and the target
  • Shareholding structure of the investor
  • Method by which the investment is being made
  • Amount of the investment and
  • Effective participation of the investor in the target after the transaction, among other information
  • There is no filing fee.

The FDI filing must be filed by the investor, specifically, by the legal entity that will be investing into the Spanish target

Types of deals reviewed

A review will be required if the FDI concerns the acquisition of share capital equal to or greater than 10 percent of a Spanish company, or the acquisition of control over the decisions of a Spanish company by a non-EU or non-EFTA resident (or by an EU or EFTA resident if the transaction is in a listed company or over €500 million in a non-listed company), falling within the following domains:

  • The company conducts its activity in a strategic sector or in relation to critical infrastructure as expressly provided by law
  • The entity is directly or indirectly controlled by a government
  • The company's activities are related to national defense or
  • The entity is likely to be carrying out illegal or criminal activities that affect public security, public order or public health in Spain

Notwithstanding the above, investments of less than €1 million are not subject to the investment control mechanism.

In practice, it is not always clear when a transaction should be reviewed. To remedy this situation, the regulator has provided a questionnaire, through which they advise whether or not the transaction is subject to scrutiny.

Scope of the review

The review by the regulator focuses on several aspects, but specifically these are the most relevant ones:

  • The investor: The regulator focuses primarily on the nationality of the investor, its shareholding structure, its ultimate beneficiaries, and what other investments it has made
  • The target: The regulator is interested in who the target is controlled by prior to the transaction and what its main activity is, in case the acquisition could affect public order, safety or health in any way
  • Means to carry out and amount of the investment: The regulator focuses on how the transaction will be carried out, whether it will result in a change of the target's activity and what the amount of the investment will be. In practice, it is usually sufficient to include this information in the filing, and it is not usually necessary to provide the sale purchase agreement or any other documentation related to the transaction
  • Management of target after the transaction: The regulator is interested in how the company will be managed after the transaction, who will be part of its governing body, if it intends to change its activity, or if it intends to make substantial changes with its employees, among other aspects. In practice, at the time of filing, there is usually not much information on these issues, so the regulator focuses less on them than on the above-mentioned aspects.

Review process timeline

The applicable legislation establishes that the authority must authorize or deny the transactions within a maximum period of six months. Once this period has elapsed without a response from the authority, it will be understood that the authorization has been denied.

In practice, the period within which the authority takes to respond to an authorization request filing is shorter, approximately two to three months.

For foreign investors who submit the questionnaire seeking a preliminary opinion as to whether the authorization mechanism applies, the authority has no legal deadline to respond to the questionnaire and the investor should assume that the foreign direct investment proposal is rejected if there is no response from the regulator. In practice, the average time taken by the authority to respond to questionnaires is approximately one-and-a-half months.

In any case, the response time, both for the authorization and for the questionnaire, will depend on the volume of requests that the authority has at the time.

A good form of protection for investors is to receive specific advice on each transaction

How foreign investors can protect themselves

A good form of protection for investors is to receive specific advice on each transaction, as the application of the mechanism is still quite uncertain given its recent introduction.

It is useful to consider similar transactions that have been made previously, as this may be an indicator of whether or not it will be necessary to seek approval.

It is also useful to provide the necessary information to the authority in advance, as this may avoid additional questions from the authority and speed up the response process.

Looking ahead

Industry watchers expect the government to introduce a new bill to further augment the current regulation at some point. The enactment of a new act will affect the foreign investment regime, for example, many of the interim measures adopted during the pandemic in relation to FDI inflows into Spain, such as restrictions on EU and EFTA residents investing in Spain, may become permanent.

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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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