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Foreign direct investment reviews 2024: A global perspective

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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.

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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.

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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: Canada

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


10 min read

Oliver Borgers and Erin Keogh (McCarthy Tétrault LLP) authored this publication

The Foreign Investment Review and Economic Security (FIRES), which is part of the Ministry of Innovation, Science and Economic Development Canada (ISED), is the government department responsible for the administration of the Investment Canada Act (ICA), the statute that regulates FDI and indirect foreign investments in Canadian businesses by non-Canadians.

FIRES also interfaces with investors and other parties as part of a preliminary (informal) review of an investment to determine whether there are potential national security concerns. Where concerns arise, FIRES will work with the Minister of ISED, in consultation with the Minister of Public Safety and Emergency Preparedness, who may refer investments to the Cabinet (the Canadian Prime Minister and his appointed ministers, formally known as the Governor in Council), who may institute a formal review of whether the investment could be injurious to Canada's national security.

The national security review process is supported by Public Safety Canada, Canada's security and intelligence agencies and other investigative bodies described in the National Security Review of Investments Regulations.

Who files?

The ICA is a statute of general application that applies to any acquisition of control of a Canadian business by a foreign investor. An acquisition of control is defined generally as an acquisition of greater than 50 percent of the equity or voting interests of an entity, although in certain cases an acquisition of greater than one-third of the voting interests of a corporation will be considered an acquisition of control.

If the relevant financial threshold under the ICA is exceeded (subject to certain exceptions), the statute provides for a process of pre-merger review and approval of foreign investments to determine if they are of net benefit to Canada, also referred to as "net benefit review." The indirect acquisition of a Canadian business through the acquisition of a foreign non-Canadian parent is typically exempt from having to obtain approval.

Where approval is required, the investor must file an application for review and the transaction must be approved by the relevant minister. A key element in the application for review is the requirement to set out the investor's plans for the Canadian business, including plans related to employment, participation of Canadians in the business and capital investment. An application for review is a much more detailed document than a notification.

Where approval is not required, the investor has an obligation only to file a simple administrative notification form, which can be filed up to 30 days after closing. In either case —filing of an application for review or just a notification —the Canadian government has jurisdiction for 45 days after receipt of such a filing to order a national security review if there are concerns.

The entry point for national security review screening will usually be the obligatory filing under the ICA (either an application for review if the financial threshold is exceeded and approval is required, or a simple administrative notification form in other cases). The government also has the power to subject non-controlling minority investments to a national security review.

As of 2022, non-controlling investments in Canadian businesses or establishing new Canadian entities that do not qualify as Canadian businesses under the ICA may be notified voluntarily, either before or after closing, pursuant to amendments to the National Security Review of Investments Regulations. For non-notifiable investments for which no voluntary notification is filed, the government has five years following implementation to initiate action.

Types of deals reviewed

It is important to keep in mind that the Canadian government has the power to review any transaction, including minority investments, in which there are "reasonable grounds to believe that an investment by a non-Canadian could be injurious to national security." Unlike the net benefit review process under the ICA, there is no financial threshold for investments under the ICA's national security review regime.

Further widening the potential scope of the national security review regime is the fact that there is no statutory definition of "injurious to national security." This lack of definition creates wide discretion for the minister and some uncertainty for foreign investors.

The types of transactions that have been the subject of formal review under the national security lens include those relating to critical minerals (including lithium), satellite technology, telecommunications, computer systems and software, fiber-laser technology and critical infrastructure, as well as where a non-Canadian investor proposed to build a factory located in close proximity to Canadian Space Agency facilities. Investors subject to Canadian national security reviews have included American companies, although ultimately controlled outside the US, as well as investors from emerging markets, but particular scrutiny can be expected for state-owned investors and investors from so-called "non-like-minded" countries.

Scope of the review

A national security review will generally focus on the nature of the business to be acquired and the parties involved in the transaction, including the potential for third-party influence. In assessing whether an investment poses a national security risk, the Canadian government has indicated that it will consider factors that focus on the potential effects of the investment on defense, intelligence, sensitive technology and know-how, sensitive personal data, critical minerals and critical infrastructure and supply. The Canadian government will also focus on transactions related to public health or involved in the supply of critical goods and services to Canadians or to the Government of Canada.

Review can occur before or after closing. Transactions that run the risk of raising national security concerns can seek clearance by making any ICA filings well before the proposed time of closing —at least 45 days plus one business day in advance, although giving the officials more time to review would be prudent. Under section 25.3 of the ICA, it is incumbent on the government to notify the investor of an order for a national security review "without delay after the order has been made." When considering filing and closing timelines, it is therefore recommended that the investor allow for at least one additional business day following the expiry of the 45-day waiting period.

The Canadian government may deny the investment, ask for undertakings and/or provide terms or conditions for the investment (similar to mitigation requirements in the US), or, where the investment has already been made, require divestment.

Trends in the review process

In March 2021, the Canadian government released revised national security review guidelines, which confirmed that state-owned entities (SOEs) will receive enhanced scrutiny, provided a non-exhaustive list of sensitive technologies, and expanded the list of national security factors to include critical minerals and sensitive personal data. The sensitive technologies were described as having military, intelligence or dual- military/civilian applications, and included a non-exhaustive list of technology areas. These included: advanced materials and manufacturing; advanced ocean technologies; advanced sensing and surveillance; advanced weapons; aerospace; artificial intelligence; biotechnology; energy generation, storage and transmission; medical technology; neurotechnology and human-machine integration; next-generation computing and digital infrastructure; position, navigation and timing; quantum science; robotics and autonomous systems; and space technology.

On October 28, 2022, the government announced a further policy, setting out an even stricter framework for evaluating foreign investments in both Canadian entities and Canadian assets in the critical minerals sector by both SOEs and private investors considered to be "closely tied to, subject to influence from, or who could be compelled to comply with extrajudicial direction from foreign governments, particularly non-like-minded governments."

The policy states that investments in the critical minerals sector by SOEs and state-linked private investors pose "inherent economic risk" and will be approved on only an "exceptional basis" under the net benefit provisions. Further, the participation of an SOE or foreign-influenced private investor in an investment in a critical minerals business in Canada will "support a finding" that there are reasonable grounds to believe that the investment could be injurious to Canada's national security.

Within days of the announcement of the critical minerals policy, in November 2022, the government made the announcement that it had ordered the divestiture of three investments completed in 2022 by Chinese investors. These were three unrelated transactions. These Canadian businesses are active with respect to lithium and, according to the government, other critical minerals. As would be expected, the announcement did not provide any meaningful insight into the nature of the government's concerns. The announcement did come days after the government's release of its critical minerals policy, which highlighted the strategic importance of critical minerals to Canada's and its allies' economic and military well-being.

On December 7, 2022, the Canadian government tabled Bill C-34: An Act to amend the Investment Canada Act, which would mark the first significant legislative changes to the ICA since 2009. The amendments are designed to increase detection of potentially harmful acquisitions prior to implementation (including through mandatory pre-merger notification of investments in certain industries) and to render the review process more efficient and effective (including by empowering the minister to impose interim relief). The amendments are still before Parliament and are expected to be implemented in 2024.

How foreign investors can protect themselves

Where a transaction gives rise to national security risks, non-Canadian investors should consider filing notice of the transaction with the minister at least 45 days plus one business day prior to closing to obtain pre-clearance (assuming the minister does not seek further time under the national security review regulations). For an investment that does not require notification —such as a minority investment —the Canadian government encourages non-Canadian investors to contact FIRES at the earliest stage of the development of their investment projects to discuss their investment.

As in other jurisdictions, it is therefore critical for foreign investors to consider Canadian national security review issues in planning and negotiating transactions. In particular, an investor should ensure that it secures a closing condition predicated on obtaining national security clearance in Canada, where appropriate. It may also be appropriate for merging parties to allocate the national security risk.

Review process timeline

Obtaining approval under a net benefit review can take anywhere from 45 days to a number of months, depending on the complexity of the investment.

The national security review process can take up to 200 days —or longer with the consent of the investor —from the date the initial notice of the transaction is sent to the Minister of ISED. The minister has 45 days, which can be extended by up to an additional 45 days, after an application or notification under the ICA has been certified, or after the implementation of a minority investment that does not require notification, to refer an investment to the Governor in Council for an order for national security review. If an order is made, it can take 110 more days —or longer with the consent of the investor —for the review to be completed.

2023 update highlights

  • Amendments to the ICA were tabled in December 2022, and remain before parliament. The amendments are designed to strengthen the ICA's national security regime
  • As of 2022, investments that are not subject to mandatory review or notification (such as the acquisition of a non-controlling investment or setting up new Canadian entities that do not qualify as "businesses") may be notified voluntarily to obtain national security clearance
  • Non-notifiable investments for which no voluntary notification is filed are subject to review for up to five years following the investment


In its Investment Canada Act Annual Report (2022 - 2023), the Canadian government reported that 59 national security reviews were ordered from 2018 to 2023. Of these 59 reviews, one was blocked, ten had divestitures, 21 investors withdrew their investments, 25 reviews were discontinued and an unknown number had conditions imposed. The investors that were subject to reviews were ultimately controlled in China, Russia, the United Arab Emirates, Belarus, Taiwan, Singapore, the UK, Czech Republic, Cyprus, Jordan, the US, France and Finland.

Over the last year covered by the most recent annual report, the officials disclosed that only 22 of the 1,005 investments (about 2 percent) for which notifications and applications were made were subject to a national security review, with the government subsequently discontinuing ten of the reviews. This confirms that, ultimately, very few investments into Canada are impacted, never mind blocked, by the national security review regime.

Lessons learned

More so than ever, it is important to remember that any foreign investment in Canada (including non-controlling investments) may attract a national security review. Voluntary notification of non-notifiable investments may be prudent, as such investments are otherwise subject to review for up to five years.

In 2024, foreign investors should prepare for more investments in Canada to be subject to mandatory notification pre-implementation. The duration of foreign investment and national security reviews can be unpredictable, and it is therefore prudent to file early in the life cycle of a transaction.

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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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