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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.

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: Romania

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


6 min read

Raluca Nădejde and Ionut Lechea (Bondoc & Associatii) contributed to the development of this publication

When it comes to the Romanian regime regarding FDI, 2023 was a very challenging year in which both the market and the relevant authorities had to adapt to the major legislative changes that occurred in 2022, when new pieces of legislation were enacted in the FDI area.

In Romania, the FDI regime is mainly regulated by Government Emergency Ordinance no. 46/2022 for the implementation of EU Regulation 2019/452(GEO 46/2022), which, among others, defines the relevant concepts, sets out the types of deals reviewed, procedural aspects and potential sanctions.

Who files?

The principle is that the foreign investor or EU investor has the obligation to make an FDI filing in Romania. In case of mergers or other types of transactions, the obligation to file is incumbent on the merging parties or the party/parties acquiring sole or joint control.

"Foreign investor" is defined as: a natural person that is not a citizen of an EU Member state; a legal entity that does not have its registered office in an EU Member State; a legal entity with its registered office in an EU Member State controlled directly or indirectly by a natural person that is not a citizen of an EU Member State or a legal entity that does not have its registered office in an EU Member state; a trustee of an entity without legal personality or a person in a similar position, if they are not an EU citizen or are not established in an EU Member State, or if such an entity was incorporated under the laws of a non-EU Member State.

Types of deals reviewed

Pursuant to GEO 46/2022, the filing is mandatory for an FDI, EU investment or new investment made by a foreign investor or EU investor, that: concerns the fields of activity relevant to national security according to Decision of National Council for Country's Defense no. 73/2012, in conjunction with the criteria set out in article 4 of Regulation 2019/452; and whose value exceeds a threshold of €2 million, calculated at the exchange rate of the National Bank of Romania, applicable to the last day of the financial year prior to the transaction.

By exception, FDIs that do not exceed the threshold of €2 million may also be subject to examination and approval by CEISD, if, by their nature and potential effects, in relation to the criteria set out in article 4 of Regulation 2019/452, may have an impact on security or public order or pose a risk to them.

The fields of activity mentioned above as being relevant to national security according to the Decision of National Council for Country's Defense no. 73/2012, are: security of individuals and of communities; security of frontiers; energy security; transportation security; vital supply systems security; critical infrastructure security; IT&C systems security; security of financial, fiscal, banking and insurance activities; security of weapons, ammunition, explosives and toxic substances production and circulation; industrial security; protection against disasters; protection of agriculture and the environment; and protection of state-owned company privatization or its management.

According to GEO 46/2022, portfolio investments are exempted from examination and approval.

FDI is defined as an investment of any kind that fulfills the following conditions: it is performed by a foreign investor, and its purpose is to establish or maintain long-lasting and direct links between the foreign investor and the target (to which funds are made available for the purpose of carrying out an economic activity in Romania), including FDI that allows the foreign investor to participate effectively in the management or control over the target company.

Both direct and indirect changes of control in the ownership structure of the foreign investor fall under the scope of FDI review if control is acquired by an entity or individual that qualifies as a foreign investor, even if such change in control is outside of Romania. For example, a change of the parent company of the foreign investor would trigger an FDI review if the new parent company qualifies as a foreign investor, even if the new parent company has not carried out any additional FDI in Romania.

"EU investment" is an investment of any kind that is performed by an EU investor with the purpose to establish or maintain long-lasting and direct links between the EU investor and the target to which funds are made available for the purpose of carrying out an economic activity in Romania, including investments that allow the foreign investor to participate effectively in the management or control over the target company.

"New investments" are defined as any investment in tangible and intangible assets related to: the launching of the activity of a new undertaking; expanding the capacity of an existing undertaking; diversifying production of an enterprise through products not previously manufactured; or a fundamental change in the general production process of an existing undertaking.

Scope of the review

The purpose of the review is to examine whether a particular FDI, EU investment or new investment is likely to affect Romania's national security or public order, or projects and programs of interest to the European Union.

Review process timeline

As per GEO 46/2022, there is a maximum term of 135 days for the notifying party to be informed of the approval of the transaction by the Romanian Competition Council, which begins as of the moment the filing may be deemed complete. Additional time may be added if the CEISD requests the opinion of other authorities.

In the case of transactions that are sent by the CEISD to the Romanian government with the recommendation to be either prohibited or approved conditionally, there is no maximum legal time limit for the Romanian government to issue the decision.

As regards EU investments, according to the recent amendments to GEO 46/2022, FDI approval should normally be issued within a maximum of 70 days as of the date when the filing is deemed complete by the CEISD —when no further information/clarifications are requested.

In practice, if a transaction does not raise national security concerns, the FDI approval is issued in about two to two-and-a-half months from having a complete notification file.

How foreign investors can protect themselves

Foreign investors or EU investors can protect themselves by ensuring that any transaction carried out in Romania is pre-assessed internally from an FDI perspective (in other words, verifying if the transaction falls under the criteria set out under GEO 46/2022), followed by formal filing if they conclude that the transaction meets the relevant criteria, in addition to other regulatory clearances that may be required, such as the merger clearance by the Romanian Competition Council.

Also, in case of transactions that fall under CEISD review, CEISD clearance would need to be a condition precedent to the closing of the transaction because a prohibited transaction would trigger the cancelation of the transaction. To the best of our knowledge, this has not yet happened in practice.

"Looking ahead": Likely developments in the next year

With the introduction of the new FDI legal framework in Romania, in 2022, the tendency of the authorities has been to analyze most of the transactions carried out in Romania. At the beginning of its activity, the CEISD also looked at group restructurings, but over time the approach was changed and it was established that group restructurings, without a change of control, should not in principle raise national security concerns.

However, the tendency to look at most transactions in the market persists. The legislative changes at the end of 2023 establish that investments carried out by EU investors would also be examined by the CEISD, if they meet the relevant criteria, such as field of activity and value threshold.

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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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