Our thinking

Foreign direct investment reviews 2024: A global perspective

What's inside

Understanding the ever-evolving global FDI landscape is crucial amid growing regulatory complexities in cross-border transactions


Now in its eighth year of publication, White & Case's 2024 Foreign Direct Investment Reviews provides a comprehensive look at foreign direct investment (FDI) laws and regulations in more than 40 countries worldwide.

In this edition, we continue to offer key datapoints that can help inform parties and their advisors as they evaluate the new set of challenges presented by FDI screening requirements in cross-border transactions that span multiple countries.

FDI screening is continuously evolving, in fact, maturing. Stakeholders in the process, in particular FDI regulatory authorities in allied countries, are communicating and learning from each other. It is imperative to stay on top of the FDI requirements as transactions—be it mergers and acquisitions, investments, public equity offerings, debt structurings or financial restructurings—are negotiated. Understanding the potential remedies that could be required for approval and proper allocation of FDI risk are key ingredients in avoiding unpleasant surprises related to timing, certainty and business plan execution.

The number of national FDI regimes and regulatory enhancements is growing around the world, particularly in Europe, with no harmonization in terms of process and timelines. FDI regulators, at least from allied nations, are collaborating and learning from each other.

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. There is increasing coordination in the European Union (EU) between FDI authorities with the support of the European Commission.

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 the Committee on Foreign Investment in the United States' 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.



The Canadian government continues to scrutinize foreign investments by state-owned enterprises and state-linked private investors, especially if from "non-like-minded" countries.

canada fdi 2022


FDI, whether undertaken directly or indirectly, is 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 without mitigation, but the CFIUS landscape has continued evolving based on a combination of expanded jurisdiction, mandatory filings applying in certain cases, enhanced focus on a broad array of national security considerations, increased rates of mitigation, further attention on monitoring, compliance and enforcement, and a substantially increased pursuit of non-notified transactions.

United States of America



The European Commission continues to be a driver of FDI screening across the EU, with Member States now moving toward coordinated enforcement.

european union fdi 2022


The wide scope, low trigger thresholds and extensive interpretation of the Austrian FDI regime require a thorough assessment and proactive planning of the M&A process.

austria fdi 2022


The Belgian FDI screening regime entered into force in July 2023. In its early days, investors and authorities alike are coming to grips with the new regime and the guidelines that help parties navigate it.



A bill contemplating the creation of a foreign direct investment screening mechanism in Bulgaria is currently before the Bulgarian parliament.


Czech Republic

The new Czech Foreign Investments Screening Act took effect in May 2021, establishing the rights and duties of foreign investors and setting screening requirements for Czech targets.

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's foreign direct investment screening mechanism entered into force on September 1, 2023.

estonia fdi 2022


FDI deals are generally not blocked in Finland.



French FDI screening continues to focus on foreign investments involving medical and biotech activities, food security activities or the treatment, storage and transmission of sensitive data. The nuclear ecosystem is subject to very close scrutiny.

france fdi 2022


Following numerous amendments over the past years, Germany's FDI review continued in full swing in 2023, with further significant updates expected in 2024.

germany fdi 2022


FDI screening in Hungary – forever changing regulation, no change in its importance.

hungary fdi 2022


Ireland is expected to enact its FDI screening legislation in 2024.

ireland fdi 2022


Italy's Golden Power Law is now more than 10 years old and is continuously expanding its reach.



The law in Latvia provides for sectoral FDI regimes for specific corporate M&A, real estate dealings and gambling companies.



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



In 2023, Luxembourg adopted a national screening mechanism for foreign direct investments.



Malta's FDI regime regulates transactions that must be notified to the authorities and, in some cases, will be subject to screening.


Middle East

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

Middle East


The Netherlands, complementing its existing sector-specific regulations, has introduced a general investment screening mechanism to enhance the protection of its national security across a broader range of sectors.



The foreign direct investment regime in Norway is subject to upcoming changes, with further changes expected to come.



The Polish FDI regime – ambiguous rules, no blocking decisions and evolving market practice.



In Portugal, transactions involving acquisition of control over strategic assets by entities residing outside the EU or the EEA may be subject to FDI screening.



The Romanian regime regarding foreign direct investment appears to have become more stable in 2023, but continues to surprise.


Russian Federation

Russian laws regulating foreign investments have been considerably amended in 2023 to extend the scope of the laws as well as to strengthen control in this sphere.

Russian Federation


The new Foreign Investments Screening Act entered into force in Slovakia on March 1, 2023.



Since May 31, 2020, certain foreign investments into Slovenian companies can be subject to foreign direct investments review. Incorporation of new companies and business units can also be screened.



Certain foreign direct investments in Spain are subject to scrutiny under the Law 19/2003 (Law on the movement of capital and foreign economic transactions and on certain measures for the prevention of money laundering). These restrictions started back in 2020 and, since then, additional formalities have been introduced, specifically by the new FDI regulation, which entered into force on September 1, 2023.



In December 2023, Sweden adopted and implemented a new FDI regime, meaning that a general FDI screening mechanism now applies in relation to investments in certain Swedish businesses.



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 introduced new legislation governing FDI in 2022, which also captures domestic investment in certain sectors.




Australia's stringent foreign investment regulations, overseen by the Treasurer and FIRB, safeguard national interests and security. The framework, including the Foreign Acquisitions and Takeovers Act 1975 and recent updates like the Australia-UK Free Trade Agreement, emphasizes transparency and accountability, with new penalties and registration requirements enhancing oversight and compliance.



While restricting the data transfer relating to national security, China issued guidelines to further optimize its foreign investment environment. 



India continues to be an attractive destination for foreign investment, ranking as the world's eighth-largest recipient of FDI in 2023.



Certain businesses related to "Specifically Designated Critical Commodities" have been designated "core" sectors subject to Japan's FDI regime, FEFTA.


Republic of Korea

The Republic of Korea continues to welcome foreign investment, with the government actively seeking to ease regulations and update the regulatory framework to be in line with global standards.


New Zealand

After a number of years of amendments under the OIA from 2018 to 2021, New Zealand has seen a period of stabilization of the overseas investment regime. However, following the recent election and change of government in New Zealand, further changes are expected to better support investments in build-to-rent housing developments.

New Zealand


Taiwan continues to promote FDI under a two-track screening mechanism for foreign and PRC investors.


Foreign direct investment reviews 2024: Belgium

The Belgian FDI screening regime entered into force in July 2023. In its early days, investors and authorities alike are coming to grips with the new regime and the guidelines that help parties navigate it.


9 min read

In Belgium, the screening of foreign direct investments is carried out by the federal and regional governments (depending on sector and location of the target company), under the coordination of the Interfederal Screening Commission (ISC).

Summary of major changes in 2023

The Belgian FDI screening regime was introduced at the end of 2022 and entered into force on July 1, 2023. It applies to transactions signed on or after that date.

On June 30, 2023, the ISC issued draft guidelines on the scope of the screening mechanism and the procedure to be followed. Although the guidelines provide useful guidance on certain questions left open by the legislator, other topics remain unclear. They will likely be updated in the future, as the ISC gradually reviews more cases.

Who files?

The foreign investor must notify the investment that falls within the scope of the secretary office of the ISC. For the purposes of the screening mechanism, the following persons are considered foreign investors: physi-cal persons with their primary residence outside the EU; undertakings (including states, public and private companies, associations, foundations and so on) with their registered office or main activities outside the EU; or undertakings that have at least one ultimate beneficial owner (UBO) with a primary residence outside the EU.

In light of the above, investors based in the UK or EFTA will fall under the definition of foreign investors. The same goes for Belgian undertakings that have a UBO residing outside the EU, even if the UBO is a Bel-gian citizen.

The notification must be made after signing but before closing of the transaction. The notification requirement is both mandatory and suspensive, which means the transaction cannot be closed until clearance has been obtained. Failure to comply with this obligation may give rise to an administrative fine imposed on the foreign investor, ranging from 10 to 30 percent of the value of the investment in question, depending on the circumstances.

Types of deals reviewed

The screening mechanism covers any type of investment, including share acquisitions, subscriptions to capital increases and public takeover offers, in each case to the extent that it results in a direct or indirect acqui-sition of a certain percentage of voting rights in a Belgian business operating in one of the sensitive sectors covered by the Cooperation Agreement.

Greenfield investments are excluded from the scope of the screening mechanism. The situation is less clear with respect to asset deals. Initially, the ISC considered that these fall outside the scope of the screening mechanism if they do not result to the acquisition of voting rights in the Belgian entity. The current guide-lines nevertheless state that the sale of a "division" of a company falling within the scope must be notified, which seems to imply that at least certain types of asset deals may be subject to screening.

Scope of the review

The screening mechanism covers investments resulting in a direct or indirect acquisition of 25 percent or more of the voting rights in a Belgian business.

Such businesses should be active in one of the following areas:

  • Critical infrastructure (both physical and virtual) for energy, transport, water, health, communications, media, data processing or storage, aerospace, defense, electoral or financial infrastructure and sensitive facilities, as well as the land and real estate crucial for the use of such infrastructure
  • Technologies and raw materials that are of essential importance to safety, including public health safety, defense and public order control, military equipment subject to the "Common Military List" and nation-al control, dual-use items, artificial intelligence, semiconductors, robotics, cybersecurity, aerospace, de-fense, energy storage, quantum and nuclear technologies and nanotechnologies
  • Supply of critical inputs, including energy, raw materials and food security
  • Access to sensitive information (for example, relating to Belgium's defense and strategic interests), as well as personal data or the possibility to control such data
  • Private security (such as monitoring and protection of persons and goods)
  • Freedom and pluralism of the media (including news outlets, broadcasting services, newspapers)

The mechanism also covers investments resulting in a direct or indirect acquisition of 25 percent or more of the voting rights in a Belgian business that is active in the biotech sector and has realized a turnover of more than €25 million during the financial year preceding the investment; or 10 percent or more of the voting rights in a Belgian business that is active in the energy, defense (including dual-use products), cybersecurity and electronic communication or digital infrastructure sectors and has realized a turnover of more than €100 million in the financial year preceding the investment.

Review process timeline

The screening process, which will only commence once the notification file is deemed complete by the secretary office, is carried out in two main phases.

During the initial assessment phase, the federal and regional governments (each to the extent concerned by the investment) will assess whether the investment could potentially result in threats to the public order, national security or strategic interests of Belgium or the relevant region. In principle, the decision must be taken within 40 calendar days following receipt of the complete notification. However, this period may be suspended and thus extended in case additional information is requested.

If one of the relevant governments considers that the investment presents a potential risk, a formal screening procedure is carried out. During this second phase, the relevant governments carry out a more detailed risk analysis of the investment for an initial duration of 14 calendar days. Each government that believes such risk exists shall draw up a draft report, which is provided to the foreign investor for comments and may be the subject of an oral hearing. Following the end of the review period, each government has six calendar days to adopt a decision. The investment shall be considered approved unless the federal government (acting alone) or all relevant regional governments (acting together) decide to reject the transaction. Clearance may be subject to corrective measures.

In case of a negative decision, the foreign investor may lodge an appeal with the Court of Appeals of Brussels. The Court may decide to annul the decision but may not replace it by a positive decision. In the case of annulment, the ISC will be called upon to take a new decision in accordance with the above-mentioned procedure.

How can foreign investors protect themselves?

The scope of the screening mechanism is broad, and the sensitive sectors that it covers are not precisely de-scribed. With time, as the guidelines are updated and precedents are established, investors will have a better view of which types of investments effectively fall within the ambit of the screening mechanism. In the meantime, the ISC recommends notifying a transaction if it is uncertain whether it falls within the scope of the screening mechanism, to be on the safe side. This is to avoid an ex officio investigation, which could result in penalties (up to 30 percent of the transaction amount) for failure to notify the transaction, as well as legal uncertainty about the transaction (in case it was already closed).

If a contemplated transaction falls within the scope of the screening mechanism, parties should ensure that this is accounted for in the transaction documents, including condition precedent, cooperation undertaking and so on. In doing so, they should also carefully review the screening timeline. Although the process should normally not take more than two or three months according to the ISC, it cannot be excluded that it will be delayed due to certain circumstances, such as requests for more specific information on the investment, or delays in the cooperation and discussions between the various authorities involved in the review. This should be considered, for instance, when agreeing on a long stop date.

As noted, a transaction falling within the scope cannot be closed until clearance has been obtained. It is therefore recommended that foreign investors start preparing their file well before signing so that they are ready to notify the transaction immediately following signing. In certain cases, it is permitted to proceed with the notification based on a draft agreement, provided that all parties involved confirm that they have the intention to enter into an agreement that does not materially deviate from the draft agreement.

To avoid delays, and although it cannot be excluded that the ISC would request further information, it is essential that the initial notification includes (at least) all information required by law, including: the owner-ship structure of the foreign investor and of the target; the approximate value of the investment and the manner in which this value was determined; the products, services and business operations of the foreign investor and its controlling entities, including entities under their control, on the one hand, and of the target, on the other; Member States of the EU and third countries in which, on the one hand, the foreign investor and its controlling entities, including entities under the control of the latter, and, on the other hand, the tar-get, conduct relevant to business activities; the financing of the investment and its source; and the date or expected date of completion of the investment.

Finally, foreign investors who fear that their investment is at risk of not being cleared, may want to start working on a contingency plan. Indeed, if one of the competent governments takes the view that the investment would result in threats to the public order, national security or strategic interests, it may approve the transaction subject to corrective measures to be agreed with the relevant investor—such as adopting a code of conduct, a carve-out of certain parts of the business, certification of shares, etc. Depending on the circum-stances, it may be useful for a foreign investor to carry out a feasibility study of certain corrective measures and potentially start preparing for their implementation. This should speed up the negotiations with the competent government and the process of obtaining clearance.

"Looking ahead": Likely developments in the next year

Having entered into force on July 1, 2023, the Belgian screening mechanism is still relatively recent. A general lack of precedents on the matter remains, and the ISC has yet to complete its guidelines, the most recent version of which does not yet address certain important points regarding the scope of application—for ex-ample, the question on whether asset deals or investments in branch offices are subject to screening. Developments on the matter will need to be closely monitored, but we expect that the assessment on whether an investment is subject to notification will slowly become easier to make, as more and more decisions are taken on the matter.

White & Case means the international legal practice comprising White & Case LLP, a New York State registered limited liability partnership, White & Case LLP, a limited liability partnership incorporated under English law and all other affiliated partnerships, companies and entities.

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.

© 2023 White & Case LLP