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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: Netherlands

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.


7 min read

Sarah Beeston, Pim Jansen, and Leonie van der Laag (Van Doorne N.V.) authored this publication

On June 1, 2023, the Act on Security Screening of Investments, Mergers, and Acquisitions (Wet veiligheidstoets investeringen, fusies en overnames, or Vifo Act) came into force, broadening the scope of the Netherlands' existing sector-specific investment screening policies. This act, which applies to both Dutch and non-Dutch investors, introduces a mandatory and suspensory national security regime. It retroactively applies to all qualifying investments made after September 8, 2020, integrating with and extending the reach of the prior sector-specific regulations.

Summary of major changes in 2023

  • The Vifo Act entered into force on June 1, 2023
  • Two governmental decrees and a ministerial regulation based on the Vifo Act also came into force on June 1, 2023. This concerns:
    • The Sensitive Technology Decree (Besluit toepassingsbereik sensitieve technologie)
    • The Security Screening of Investments, Mergers and Acquisitions Decree (Besluit veiligheidstoets investeringen, fusies en overnames)
    • The Ministerial Regulation on Security Screening of Investments, Mergers and Acquisitions (Regeling veiligheidstoets investeringen, fusies en overnames)
  • The Investment Screening Agency (Bureau Toetsing Investeringen (BTI)) published three guidance documents elaborating on certain criteria of the Vifo Act based on its case experience. These guidance documents elaborate on the criteria of "internal restructuring," "assets" and "being active on"
  • In January 2023, the minister announced that the acquisition of chip manufacturer Nowi by Nexperia would be reviewed retrospectively under the Vifo Act. On October 24, 2023, the minister announced that the retroactive effect does not apply in this case, because Nowi's products do not qualify as dual-use products or military goods. As a result, the acquisition is now final
  • A legislative proposal for the defense industry is under preparation. This proposal introduces a new sector-specific investment review mechanism for the defense sector and is expected to be finalized at the end of 2023
  • A legislative proposal for the Energy Act (Energiewet) is currently before the House of Representatives. This draft act lowers the notification requirement for the acquisition of control in undertakings that operate liquefied natural gas installations and electricity generating facilities with a capacity of more than 250 megawatts to 100 megawatts

Who files?

Under the Vifo Act, either the acquirer or the target should make the notification. If the target is bound by a non-disclosure agreement, the target will be the appropriate party to handle the notification.

Types of deals reviewed

The Vifo Act applies to target undertakings that are active in the field of sensitive technology, vital providers and operators of high-tech campuses.

Vital providers, for example, include Schiphol Airport and the Port of Rotterdam, but also operators of heating networks, nuclear or renewable energy providers and certain providers in the field of banking.

Sensitive technologies include dual-use products and military goods that are subject to European export control. The Sensitive Technology Decree curtails and expands the scope of what constitutes (highly) sensitive technology. Highly sensitive technology includes a number of dual-use products and military goods, as well as semiconductor technology, quantum technology, photonic technology and high assurance products.

An acquisition leading to a change of control in such undertakings must be notified under the Vifo Act. The concept of "change of control" is assessed in the same way as under the EU Merger Regulation.

A lower threshold exists for undertakings active in the field of highly sensitive technology. Regarding such undertakings, the acquisition or increase of significant influence must be notified.

Significant influence exists if: a person can exercise at least 10, 20 or 25 percent of the voting rights in the shareholders' meeting; or there are agreements between shareholders that amount to a shareholder acquiring or increasing significant influence as defined above; or the acquirer has the right to appoint or dismiss one or more of the target's board members.

Acquiring or increasing significant influence must be notified if one of the thresholds of 10, 20 or 25 percent is exceeded as a result of the transaction. These thresholds relate to voting rights or the ability to appoint or dismiss directors.

The Vifo Act only applies if no sector-specific regulation is applicable.

Scope of the review

Following a notification under the Vifo Act, an assessment is made as to whether the investment, merger or acquisition poses a risk to national security. National security refers to security interests that are essential to the democratic legal order, security or other important interests of the Dutch state or social stability interests.

The Vifo Act explicitly notes the following interests: safeguarding the continuity of critical processes; maintaining the integrity and exclusivity of knowledge and information of critical or strategic importance to the Netherlands; and preventing unwanted strategic dependence of the Netherlands on other countries.

To assess the potential risk that an investment may pose to national security, particular attention is given to a number of factors.

These include: the transparency of the investor's ownership structure and relationships; whether the investor is directly or indirectly subject to restrictive measures on the basis of national or international law, such as chapter 7 of the Charter of the United Nations; the security situation in the country or region of residence of the investor; the investor's criminal record; the degree of cooperation of the investor in the review procedure; and the nature of any incorrectly submitted information and the motives behind it.

For acquisitions involving vital providers, the financial stability and track record of the acquirer are also included in the assessment. Acquisitions involving sensitive technologies involve an additional assessment of the acquirer's track record and motives for the acquisition.

Review process timeline

The review procedure under the Vifo Act consists of two phases. The first phase starts with the notification. After notification, the minister has eight weeks to assess whether the investment could potentially cause a risk to national security. The first phase ends with a notification that no review decision is necessary or that further review is necessary. The failure of the minister to make a timely decision is deemed to be a decision that no further review is necessary.

If further review is deemed necessary by the minister, the second phase starts. The minister then has another eight weeks to take a decision. The second phase can be extended up to six months as well. However, if the first phase period has been extended, this time will be deducted from the second phase period.

A "stop the clock principle" applies during the review procedure, meaning that if the minister requests additional information, the decision period is suspended until the required information has been provided. The decision period can also be extended by an additional three months if the member state is required to share the notification with the European Commission and/or other member states in accordance with the EU FDI Regulation.

How investors can protect themselves

Investors should make timely notifications to the minister if required under the Vifo Act or sector-specific regulations.

Investors should also bear in mind that the Vifo Act contains a standstill obligation. Investors must therefore wait for the minister's approval before proceeding to complete the transaction. Starting the implementation prematurely constitutes gun- jumping, which is subject to high fines. A failure to notify or providing wrongful or misleading information may also result in the imposition of a fine of up to €900,000 or 10 percent of worldwide turnover.

Although sector-specific regulations do not contain a standstill obligation, completing a transaction before approval entails risks. Indeed, if the minister prohibits the transaction or attaches conditions to the transaction, the investment may have to be partially or fully reversed.

Since the enactment of the Vifo Act, the minister received 26 notifications, none of which were prohibited under the Vifo Act.

"Looking ahead": Likely developments in the next year

Technological developments might lead to an expansion of the scope of the Vifo Act. For this reason, the Dutch legislator chose to include the scope of the concept of sensitive technology in subordinate regulations, instead of in the Vifo Act itself. This allows for easier and faster adjustments of the scope of the Vifo Act.

Given the current geopolitical tensions, a strict interpretation of national security will not be out of the question.

Lastly, it is likely that new sector-specific regulations will be finalized or come into force in 2024.

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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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