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.
Now in its second decade of publication, White & Case's 2026 Foreign Direct Investment Reviews continue to provide a comprehensive overview of foreign direct investment ("FDI") laws and regulations across jurisdictions worldwide.
In this edition, we offer key datapoints to help inform parties and their advisors as they evaluate the evolving challenges presented by FDI screening requirements in cross-border transactions spanning multiple countries. National security-based FDI regimes continue to proliferate globally, with many jurisdictions adopting broader definitions of investments and the sectors subject to review continuing to expand.
FDI screening regimes are entering a more mature phase, and regulators are developing a more sophisticated approach to detecting and reviewing foreign investments. It is therefore critical to consider applicable FDI requirements as transactions, whether mergers and acquisitions, joint venture agreements, public equity offerings or financial restructurings, are negotiated. A clear understanding of potential challenges, the remedies that may be required for approval and the appropriate allocation of FDI risk can help avoid unwelcome surprises related to timing, deal certainty and the execution of business plans.
With a renewed US commitment to open foreign investment from allied countries, ongoing EU cooperation on FDI screening and evolving geopolitical dynamics, FDI screening will increasingly influence the selection of investors in cross-border transactions. New initiatives by the European Commission may also result in increased coordination among FDI authorities in EU Member States, all of which have adopted their own national FDI regimes by 2026.
We continue to believe that most cross-border transactions will be successfully completed in 2026, but understanding the regulatory and institutional parameters, as well as the evolving risks associated with FDI screening, will be critical to maintaining deal certainty and timing.
The Canadian government continues to scrutinize foreign investments by state-owned enterprises and state-linked private investors, especially if from "non-like-minded" countries.
Foreign direct investment ("FDI"), whether undertaken directly or indirectly, is generally allowed without restrictions and without the need to obtain prior authorization from an administrative agency.
The landscape of foreign direct investment ("FDI") in the United States continues to evolve under the Trump administration. With expanded jurisdiction and authorities, mandatory filings applying in certain cases, an enhanced focus on a broad array of national security considerations, further attention and resources dedicated to monitoring, compliance and enforcement, and a substantially increased pursuit of non-notified transactions, the FDI apparatus in the United States is more empowered now than perhaps at any time in its history.
The European Union continues to be a driver of foreign direct investment ("FDI") screening, with coordinated and mandatory enforcement now on the horizon.
The wide scope, low trigger thresholds and broad interpretation of the Austrian Foreign Direct Investment ("FDI") regime require a thorough assessment and proactive planning throughout the mergers and acquisitions ("M&A") process.
The Belgian foreign direct investment ("FDI") screening regime entered into force in July 2023. Investors and authorities alike are still coming to grips with the regime and the limited guidance available to help parties navigate it.
On July 22, 2025, the Bulgarian Foreign Direct Investment (FDI) screening mechanism entered into effect. According to information provided by the screening authority (the "Screening Council"), during its first two months of operation (September and October 2025), the Screening Council approved 10 screening applications out of 11 filed during that period. The investment in all of the above instances originated from so-called "low-risk" countries, and the applications were cleared within a short time frame. As of January 1, 2026, the Screening Council does not yet have an online register, and at present there is no information about the number of filed or pending applications. There is also no information indicating that any FDI has been prohibited or approved subject to conditions.
Croatia introduced a foreign direct investment ("FDI") screening regime on November 13, 2025. As of January 1, 2026, the regime is not yet operational but expected to be implemented soon.
The Republic of Cyprus' ("RoC") new Foreign Direct Investment Screening Law (the "FDIS Law") will reshape the investment landscape from April 2, 2026, introducing look-back provisions, a screening remit, internal change trigger points, and relatively low notification thresholds.
The 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.
The scope of the Danish foreign direct investment ("FDI") regime is comprehensive and requires a careful assessment of investments and agreements involving Danish companies.
The relevance of Estonia's foreign direct investment ("FDI") screening mechanism has remained modest since its inception at the end of 2023 but is expected to grow in light of the geopolitical situation, on account of increased activity in the defense sector.
Foreign direct investment ("FDI") deals are generally not blocked in Finland, but the government is able to monitor and, if necessary, restrict foreign investment.
French foreign direct investment ("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. Around half of the transactions reviewed every year are subject to conditions or remedies, which is an important French specificity. Recent trends also show a growing number of transactions being reviewed, suggesting a shift toward increased scrutiny of foreign investments in France.
Following numerous amendments over the past years, Germany's foreign direct investment ("FDI") review continued in full swing, with further significant updates expected in the coming years.
Greece's mandatory and suspensory foreign direct investment ("FDI") screening regime became fully operational on November 11, 2025. Foreign investors must comply with notification requirements and consider review timelines in deal planning.
Hungary's foreign direct investment ("FDI") regimes faced temporary headwinds in 2025, but no lasting regulatory changes ultimately took hold.
Ireland's Screening of Third Country Transactions Act entered into force on January 6, 2025.
Italy's "Golden Power Law" review: Over a decade old, yet continuously expanding its reach.
The Latvian foreign direct investment ("FDI") regime applies to companies of significance to national security, as well as companies owning or possessing critical infrastructure. While the law does not provide a general notification obligation, specific rules establish sectoral FDI regimes for certain corporate mergers and acquisitions ("M&A"), real estate transactions, and gambling companies.
All investments concerning national security are within the scope of review in Lithuania.
Two years after its entry into force, the Luxembourg foreign direct investment ("FDI") screening regime has reached a solid level of maturity, and its requirements are now well understood by market stakeholders. The year 2025 proved to be particularly active and dynamic for M&A transactions in Luxembourg, notably involving targets in the financial sector, with multiple FDI filings submitted.
Malta's foreign direct investment ("FDI") regime regulates specific transactions that must be notified to the authorities and may, in some instances, be subject to screening.
The Middle East continues to welcome foreign investment, subject to licensing approvals and ownership thresholds for certain business sectors or in certain geographical zones.
The Netherlands is set to expand its investment screening regime by extending the general mechanism to more sectors and by introducing additional sector-specific regulations.
Norway's foreign direct investment ("FDI") screening regime is anchored in the Norwegian Security Act (the "Security Act" or the "Act"), which imposes mandatory filing requirements for transactions involving companies designated as security sensitive. The Act also confers wide discretionary authority on Norwegian authorities to review and intervene in transactions involving non-designated companies where national security interests may be at risk.
In 2025, Poland's foreign direct investment ("FDI") regime was made permanent, and responsibility for its enforcement was transferred to the Ministry of Finance and Economy.
In Portugal, transactions involving the acquisition of control over strategic assets by entities residing outside the European Union or the European Economic Area ("EEA") may be subject to foreign direct investment ("FDI") screening.
While far-reaching in its scope, compared with other countries in the European Union, the Romanian foreign direct investment ("FDI") regime is generally perceived as investor-friendly.
The year 2025 was not marked by any major changes in the sphere of regulation of foreign investments in Russia, and the regulator continues to implement the course on strengthening control taken earlier.
The year 2025 continued with the implementation of the course set earlier in 2023 and 2024, with few substantial updates to cybersecurity legislation extending FDI regulation to new fields of business critical for the Slovak Republic.
Since 2020, certain foreign direct investments ("FDI") have been subject to scrutiny in Spain. Additional formalities have since been introduced through developing FDI regulations that entered into force on September 1, 2023. As a result, FDI analysis is becoming increasingly important in the context of investments in Spain.
Entering its third year, Sweden's foreign direct investment ("FDI") Act remains a key consideration in a significant share of transactions involving Swedish companies.
Switzerland is set to introduce its first cross-sector foreign direct investment ("FDI") screening regime. On December 19, 2025, the Swiss Parliament approved the new FDI Act, Investitionsprüfgesetz, establishing a review mechanism focused on foreign state-controlled investors and security-sensitive sectors. The regime is expected to take effect in 2027 at the earliest.
Sustaining economic stability and building on the strong foreign direct investment ("FDI") momentum of 2025, Türkiye continues to prioritize policies that strengthen its position as an attractive and competitive investment hub.
During September and October 2025, the Ukrainian Parliament introduced an updated foreign investment screening framework, marking a significant step toward strengthening national security controls over inbound investments.
Foreign direct investment ("FDI") is permissible in the United Arab Emirates, subject to applicable licensing and ownership conditions.
Foreign direct investment ("FDI") in the United Kingdom is covered by the National Security and Investment Act ("NSIA") 2021 (which equally applies to UK purchasers), and in 2025 the government continued to update information and guidelines concerning the legislation.
Australia's foreign direct investment ("FDI") regime underwent significant changes in 2025, including measures to streamline the process for assessing investment applications. Australia's new mandatory merger clearance regime also commenced January 1, 2026.
China continues to optimize its foreign investment environment by reducing investment restrictions, improving market access, and lowering investment thresholds for listed companies.
The Indian government has liberalized foreign direct investment ("FDI") rules in certain sectors, such as the space sector, in recent years and is laying the groundwork for 100 percent foreign investment in the insurance sector, while maintaining existing restrictions on investments from sensitive jurisdictions. This reflects the government's approach toward foreign investment: welcoming foreign capital where it aligns with India's strategic goals, while continuing to protect core interests.
The Japanese government is expanding the business sectors subject to Japan's foreign direct investment ("FDI") regime, which covers not only investment but also voting and other actions, to secure stable supply chains and mitigate the risk of technology leakage and diversion of commercial technologies into military use.
The Republic of Korea ("Korea") is entering a more security-focused era of foreign direct investment ("FDI") regulation, with proposed amendments to the Foreign Investment Promotion Act ("FIPA") and longer screening processes requiring foreign investors to adopt proactive regulatory planning and heightened compliance.
Significant changes to the New Zealand overseas investment regime were passed into law in December 2025 and came into force on 6 March 2026. A number of these changes have made it considerably simpler and faster for overseas investors to acquire certain classes of New Zealand assets.
Taiwan continues to promote foreign direct investment ("FDI") under a two-track screening mechanism for foreign investors and People's Republic of China ("PRC") investors.
The Indian government has liberalized foreign direct investment ("FDI") rules in certain sectors, such as the space sector, in recent years and is laying the groundwork for 100 percent foreign investment in the insurance sector, while maintaining existing restrictions on investments from sensitive jurisdictions. This reflects the government's approach toward foreign investment: welcoming foreign capital where it aligns with India's strategic goals, while continuing to protect core interests.
FDI in India is regulated primarily by India's Department for Promotion of Industry and International Trade ("DPIIT") under its Foreign Exchange Management Act ("FEMA") regime. India remains one of the most popular FDI destinations in the world. In 2024, India achieved the milestone of having received US$1.07 trillion in cumulative foreign investment since April 2000. Attracting FDI inflows continues to be a priority for the Indian government, which has introduced plans to attract further foreign investment into the country while at the same time maintaining protection over core interests.
There are two routes governing FDI into India, the automatic route and the government approval route. Whether an investor proceeds under one route or the other depends largely on the sector in which the investor operates, as well as the value of the investment.
Under the automatic route, FDI is permitted without the need to obtain any approval or license from the government. The amount of investment permitted depends on the sector in which the entity invests operates. For example, some sectors, such as the manufacturing, telecommunications and financial services, allow foreign investors to invest up to 100 percent of an Indian entity.
Certain other sectors fall under the government approval route and require prior approval from the government, the Reserve Bank of India ("RBI"), or both. Key sectors requiring government approval include multibrand retail trading, where FDI of up to 51 percent is permissible subject to certain regulatory conditions, and the brownfield pharmaceutical sector, where any FDI above 74 percent requires government approval.
Some sectors, such as lottery businesses and the manufacture of tobacco or tobacco substitutes, are prohibited sectors in which FDI is not permitted.
Government approval is also required where an investor is incorporated in any country sharing a land border with India (China, Afghanistan, Nepal, Myanmar, Bhutan, Pakistan and Bangladesh), or where the beneficial owner of an investment into India is situated in, or is a citizen of, any of these countries.
No application is required for transactions that fall within the automatic route. For transactions that fall under the government approval route, the foreign investor must file its FDI proposal through the Foreign Investment Facilitation Portal ("FIFP") managed by the DPIIT. The proposal is then circulated by the DPIIT to relevant stakeholders, such as the RBI and the Ministry of External Affairs.
The FEMA regime governs several types of transactions, including equity investments in Indian companies by foreign investors, such as the acquisition of equity shares, fully paid and mandatorily convertible preference shares or debentures, and share warrants.
It also governs investments into capital contributions to Indian limited liability partnerships ("LLPs") and investment in convertible notes, provided the notes meet certain conditions. For example, convertible notes may be issued only by startup companies for an amount of INR 2.5 million (approximately US$30,000) or more in a single tranche, and the issuance and transfer of such notes must adhere to pricing guidelines and sectoral conditions prescribed under the FEMA regime.
If a transaction falls under the government approval route, the foreign investor must submit an FDI proposal to the DPIIT through the FIFP.
Documents required to be annexed to an FDI proposal include the charter documents of the foreign investor and investee entity; audited financial statements and tax returns of both the foreign investor and the investee entity; a diagrammatic representation of the flow of funds from the foreign investor to the investee entity; and a summary of the FDI proposal by the foreign investor.
Foreign investment in certain sectors may require prior security clearance from the Ministry of Home Affairs. These sectors include broadcasting, telecommunications, private security agencies and civil aviation. For such sectors, the FDI proposal is also forwarded to the Ministry of Home Affairs for review.
The Indian government has broad discretion to grant or reject a proposal. The DPIIT and other competent authorities consider, among other factors, the reputation of the foreign investor, its history of owning and operating similar investments, national security considerations, and the overall impact of the proposed investment on the national interest.
The DPIIT's standard operating procedure for FDI applications provides an indicative timeline of eight to 12 weeks from the date of application to approval. However, it is not uncommon for investors to require six to nine months for an application to be fully processed, including time spent responding to requests for clarification or supplementary documentation from the DPIIT or other competent authority.
The FEMA regime contains extensive guidelines governing FDI into India, and applicable guidelines and restrictions may vary depending on the sector and mode of investment. Separate from the FEMA regime, additional considerations may apply, including special benefits or incentives for establishing businesses in Special Economic Zones and sector-specific regulations applicable to regulated industries.
Investors should engage counsel familiar with the relevant federal, state and sectoral regulatory landscape and identify applicable restrictions or requirements early in the process. This enables investors to prepare more complete and compliant FDI proposals and increases the likelihood of obtaining required approvals and licenses in a timely manner.
Despite global headwinds, FDI in India grew in 2025. Between April and September 2025, India recorded US$35.18 billion in FDI, marking an 18 percent increase over the same period in the previous financial year.
The government is considering allowing up to 100 percent foreign investment in the insurance sector, and changes to the relevant insurance and FDI regulations may be expected to facilitate this.
The government is likely to continue monitoring its FDI policies closely and making targeted adjustments to ease the operation of businesses in India. This extends beyond lifting FDI caps. The government has also implemented broader regulatory reforms, including the Regulatory Compliance Burden ("RCB") initiative, which resulted in more than 42,000 compliance reductions nationwide, and amendments to the Income-tax Act, 1961 (as amended) to reduce income tax rate applicable to foreign companies.
The government has also signed a number of free trade agreements in recent years, including the Trade and Economic Partnership Agreement between India and the European Free Trade Association ("EFTA") signed March 10, 2024. As India seeks to strengthen its economy in 2026, further outreach to key trade partners may be expected.
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