What changed

PA_Legam

SHORT JUSTIFICATION

Your Rapporteur for opinion shares the general intention of the European Commission to strengthen the screening of foreign investments in the Union. From the Committee for Transport and Tourism’s (TRAN) perspective, he considers it is of crucial importance that the infrastructure of the Trans-European Network for Transport (TEN-T) and the Connecting Europe Facility (CEF) are protected against investments that have the aim or the potential of pursuing a third country’s policy objective.

Your Rapporteur for opinion considers recent cases of European port infrastructure being entirely or partially sold to Chinese or Russian investors a risk to public order and security that could potentially have been prevented if a stronger European framework, setting common conditions for the screening of such investments, had been in place.

Your Rapporteur for opinion therefore proposes in particular:

 to oblige Member States and the Commission to more explicitly take into account the geopolitical situation, when determining whether an investment is likely to negatively affect security or public order;

 to take full account of the cross-border and network character of TEN-T infrastructure, where each piece of infrastructure is needed for the functioning of the European network as a whole, which makes it evident that there cannot be fundamental differences of appreciation;

 to include the potential risk of influence exerted by third country individuals to security and public order, as seen in another field with the recent takeover of Twitter/X;

 to oblige and enable the Commission to publish a non-classified summary of its opinions when assessing a risk of a foreign investment to the security or public order of more than one Member State. The current situation, where the Commission writes in-depth opinions, but neither their nature (yes/no) nor the broad factual elements that have led to this conclusion are known to the general public, cannot continue.

Your rapporteur for opinion considers that Europe should be a place that is both open to foreign direct investments and the resulting opportunities for our businesses and citizens. However, it should not be naive, when it comes to the influence of autocratic third countries in particular. This should be the main message of TRAN, reflected by the amendments put forward in this opinion in the areas of its competence.

AMENDMENTS

The Committee on TransportIndustry, Research and TourismEnergy submits the following to the Committee on International Trade, as the committee responsible:

Amendment 1

Proposal for a regulation

Recital 278

Text proposed by the Commission

Amendment

(27) For greater clarity, the list of projects or programmes of Union interest should be listed in Annex I. These should include any foreign investments undertaken on the trans-European networks for transport, energy and communication, as well as programmes providing funding for research and development for activities relevant for the security or public order of the Union. Due to the importance of these projects and programmes for the security and public order of the Union, Member States should screen foreign investments into Union undertakings that are part of or participating in these projects or programmes, including those that receive funding from the Union.

(8) A significant majority of Member States, but not all, have a legislative instrument in place that provides for a mechanism to screen FDIs. In many Member States, national laws also extend to screening intra-Union investments. Among the Member States, there are substantial differences as to the scope, thresholds and criteria used to assess whether an investment is likely to negatively affect security or public order. There are also differences in the screening processes. In certain Member States, the investment can be implemented before having received clearance with respect to the impact on security and public order. However, others require that the investment is only finalised after authorisation under the screening mechanism. Such divergences create a problem for the smooth functioning of the internal market. For example, they create an uneven playing field and increase compliance costs for investors seeking to notify transactions in more than one Member State. This Regulation helps in reducing divergences on key elements of the mechanisms implemented at national level. This is crucial to ensure predictability for investors on the applicable national regimes and their characteristics, thereby reducing the associated compliance costs. This is all the more relevant considering the level of integration of internal market, which may result in a single transaction impacting multiple Member States across the Union. It is for example possible that a transaction aimed to the acquisition of a target company in one Member State also affects security and public order in another Member State, due to the supply chain structure or other economic elements connecting the target with other companies based in a different Member States. In order to address these internal market problems and ensure greater consistency and predictability, it is appropriate that the criteria and elements to be used for the assessment of foreign investments are established through Union action.

(27) For greater clarity, the list of projects or programmes of Union interest should be listed in Annex I. These should include any foreign investments undertaken on the trans-European networks for transport, energy and communication, as well as programmes providing funding for research and development for activities relevant for the security or public order of the Union. Due to the importance of these projects and programmes for the security and public order of the Union, and due to their inherent cross-border nature and network character, which implies that the functioning of each individual piece of infrastructure in each individual Member State is essential for the functioning of the European network as a whole, Member States should screen foreign investments undertaken into those networks or into Union undertakings that are part of or participating in these projects or programmes, including those that receive funding from the Union.

(8) A significant majority of Member States, but not all, have a legislative instrument in place that provides for a mechanism to screen FDIs. In many Member States, national laws also extend to screening intra-Union investments. Among the Member States, there are substantial differences as to the scope, thresholds and criteria used to assess whether an investment is likely to negatively affect security or public order. There are also differences in the screening processes. In certain Member States, the investment can be implemented before having received clearance with respect to the impact on security and public order. However, others require that the investment is only finalised after authorisation under the screening mechanism. Such divergences create a problem for the smooth functioning of the internal market. For example, they create an uneven playing field and increase compliance costs for investors seeking to notify transactions in more than one Member State. This Regulation helps in reducing divergences on key elements of the mechanisms implemented at national level. This is crucial to ensure predictability for investors on the applicable national regimes and their characteristics, thereby reducing the associated compliance costs. This is all the more relevant considering the level of integration of internal market, which may result in a single transaction impacting multiple Member States across the Union. It is for example possible that a transaction aimed to the acquisition of a target company in one Member State also affects security and public order in another Member State, due to the supply chain structure or other economic elements connecting the target with other companies based in a different Member States. In order to address these internal market problems and ensure greater consistency and predictability, it is appropriate that the criteria and elements to be used for the assessment of foreign investments are established through Union action. This Regulation should be based on the criterion that there is the probability of a serious threat to the security or public order, and should be appropriate and necessary, including but not limited to the case-law of the Court of Justice of the European Union (Court of Justice).

Or. en

Amendment 2

Proposal for a regulation

Recital 35

Recital 9 a (new)

Text proposed by the Commission

Amendment

(35) To ensure a consistent approach to the screening of investments across the Union, it is essential that the standards and criteria used to assess likely risks to security and public order are those set at Union level in this Regulation. Those should include the impact on the security, integrity and functioning of critical infrastructure, the availability of critical technologies (including key enabling technologies) and the continued supply of critical inputs for security or public order, the disruption, failure, loss or destruction of which would have a significant impact on security and public order in one or more Member States or on the Union as a whole. In that regard, Member States and the Commission should also take into account the context and circumstances of the foreign investment. This should include, in particular, whether an investor is controlled directly or indirectly, for example through significant funding, by the government of a third country or is involved in pursuing policy objectives of third countries to facilitate their military capabilities. In this context, if applicable, Member States and the Commission should also consider why the foreign investor, its beneficial owner or any of its subsidiaries or a person acting on behalf or at the direction of such a foreign investor is subject to any type of Union restrictive measures pursuant to Article 215 TFEU.

(9a) In order to ensure more efficient management of the screening mechanisms at Union level, when an investor has already undergone a screening process or assessment in accordance with the legislation of a Member State, any additional request for information from the Commission or another Member State should be duly justified so as to avoid any unnecessary duplication of information.

(35) To ensure a consistent approach to the screening of investments across the Union, it is essential that the standards and criteria used to assess likely risks to security and public order are those set at Union level in this Regulation. Those should include the impact on the security, integrity and functioning of critical infrastructure, the availability of critical technologies (including key enabling technologies) and the continued supply of critical inputs for security or public order, the disruption, failure, loss or destruction of which would have a significant impact on security and public order in one or more Member States or on the Union as a whole. In that regard, Member States and the Commission should also take into account the context and circumstances of the foreign investment, and the current geopolitical situation. This should include, in particular, whether an investor is controlled directly or indirectly, for example through significant funding, by the government or an individual of a third country or is involved in pursuing policy objectives of third countries to facilitate their military capabilities. In this context, if applicable, Member States and the Commission should also consider why the foreign investor, its beneficial owner or any of its subsidiaries or a person acting on behalf or at the direction of such a foreign investor is subject to any type of Union restrictive measures pursuant to Article 215 TFEU.

Or. en

Amendment 3

Proposal for a regulation

Recital 41 a (new)

Recital 10

Text proposed by the Commission

Amendment

(41a) While the confidentiality of most sensitive information should be ensured, the interest of the general public, to know at least the essence (yes/no) of the Commission’s opinion pursuant to Article 7 and the main lines of reasoning that have led to this opinion, should also be respected. The Commission should therefore prepare a non-classified summary of its opinion and make it publicly available.

(10) Regulation (EU) 2019/452 only covers FDIs made from third countries into the Union. However, it is also necessary to extend the scope of the cooperation mechanism to investments made between Member States, where the investor in one Member State is controlled, directly or indirectly, by a foreign entity regardless of whether the ultimate owner is located in the Union or elsewhere. In particular, this extended scope is appropriate to ensure that any investment creating a lasting link between the foreign investor and the Union target, whether it is carried out directly by a foreign investor or through an entity established in the Union and controlled by a foreign investor, is consistently captured and assessed. This should foster the consistency and predictability of screening rules across Member States, which in turn will reduce compliance costs for foreign investors and limit incentives to target an investment in Member States where such transactions are out of scope.

Or. en

(10) Regulation (EU) 2019/452 only covers FDIs made from third countries into the Union. On that basis, a distinction should be made between investments made within the Union where the Union entity is controlled by an ultimate owner located in a third country and those where the ultimate owner is not located in a third country. It is particularly important for the risk assessment to take into consideration whether the ultimate owner has decision-making power on the investment. The assessment should also maintain sufficient flexibility to make it possible to take into consideration the specific character and structure of investments within the Union carried out by foreign investors.

Amendment 4

Proposal for a regulation

Article 5 – paragraph 3 – subparagraph 1

Recital 13 a (new)

Text proposed by the Commission

Amendment

Member States may notify any foreign investment that do not meet the conditions set out in paragraphs 1 and 2 if the Member State where the Union target is established considers that a foreign investment could be of interest to the other Member States and the Commission from a security or public order perspective, including where the Union target has significant operations in other Member States, or belongs to a corporate group that has several companies in different Member States which are economically active in one of the areas listed in Annex II.

(13a) A notification is needed if a foreign investor, a natural person or entity controlling the foreign investor, the beneficial owner of the foreign investor, any of the subsidiaries of the foreign investor, or any other party owned or controlled by, or acting on behalf or at the direction of, was directly or majoritarily controlled by individuals or entities included in the Union's sanctions lists adopted in response to Russia’s military aggression against Ukraine and as referred to in the successive sanctions packages and relevant restrictive measures.

Member States shall notify any foreign investment that do not meet the conditions set out in paragraphs 1 and 2 if the Member State where the Union target is established considers that a foreign investment could be of interest to the other Member States and the Commission from a security or public order perspective, including where the Union target has significant operations in other Member States, or belongs to a corporate group that has several companies in different Member States which are economically active in one of the areas listed in Annex II.

Or. en

Amendment 5

Proposal for a regulation

Article 7 – paragraph 1 – subparagraph 1 – point a

Recital 16

Text proposed by the Commission

Amendment

(a) considers that a foreign investment is likely to negatively affect its security or public order; or

(16) Foreign investments that create or maintain lasting and direct links between investors from third countries (including state bodies) and Union targets carrying out an economic activity in a Member State should fall within the scope of this Regulation. This should apply where those investments are directly carried out from third countries or by a Union entity with foreign control. However, the framework should not cover the acquisition of company securities intended purely for financial investment without any intention to influence the management and control of the undertaking (portfolio investments). Restructuring operations within a group of companies or a merger of more than one legal entities into a single legal entity do not constitute a foreign investment, provided that there is no increase in the shares held by foreign investors, or the transaction does not result in additional rights that may lead to a change in the effective participation of one or more foreign investors in the management or control of a Union target.

(a) considers that a foreign investment is likely to negatively affect its or the Union's security or public order; or

(16) Foreign investments that create or maintain lasting and direct links between investors from third countries (including state bodies) and Union targets carrying out an economic activity in a Member State should fall within the scope of this Regulation. This should apply where those investments are directly carried out from third countries or by a Union entity with foreign control. However, the framework should not cover the acquisition of company securities intended purely for financial investment that does not confer the possibility of exercising decisive influence on a Union target. Restructuring operations within a group of companies or a merger of multiple legal entities into a single legal entity do not constitute a foreign investment, provided such operations do not result in the possibility to use all or part of the assets of the Union target or the possibility to exercise decisive influence on the composition or decisions of the organs of the Union target. Furthermore, investments made by undertakings whose direct investment entities are European managers of qualified collective investments funds should not fall within the scope of this Regulation.

Or. en

Amendment 6

Proposal for a regulation

Article 7 – paragraph 11

Recital 18

Text proposed by the Commission

Amendment

11. When issuing comments or an opinion pursuant to this Article, the Member States, and the Commission, as the case may be, shall consider whether such comments or opinion should be classified information and what level of classification should apply thereto, in accordance with Union and the respective national law on classified information.

(18) To ensure consistent and predictable screening processes, it is appropriate to lay down the essential features of the screening mechanisms to be implemented by Member States. Those features should at least include the scope of the transactions to be subject to an authorisation requirement, deadlines for the screening and the possibility for undertakings concerned by the screening decision to seek recourse against such decisions. Rules and procedures relating to screening mechanisms should be transparent and should not discriminate between third countries.

11. When issuing comments or an opinion pursuant to this Article, the Member States, and the Commission, as the case may be, shall consider whether and which parts of such comments or opinion should be classified information and what level of classification should apply thereto, in accordance with Union and the respective national law on classified information.

(18) To ensure consistent and predictable screening processes, it is appropriate to lay down the essential features of the screening mechanisms to be implemented by Member States. Those features should at least include the scope of the transactions to be subject to an authorisation requirement, deadlines for the screening and the possibility for undertakings concerned by the screening decision to seek recourse against such decisions. Appropriate tools, together with sufficient resources, should be provided to the screening authority to effectively implement such screening processes. Rules and procedures relating to screening mechanisms should be transparent, causing minimal administrative burden, avoiding undue delays for the applicants, and should not discriminate between third countries.

Or. en

Amendment 7

Proposal for a regulation

Article 7 – paragraph 11 a (new)

Recital 20

Text proposed by the Commission

Amendment

11a. When an opinion issued by the Commission pursuant to this Article contains classified information, the Commission shall prepare a non-classified summary and make it available to the general public.

(20) To ensure that foreign investments likely to negatively affect security or public order in the Union are adequately identified, Member States should screen foreign investments where the Union target is part of or participates in a project or programme of Union interest or where the Union target’s economic activity relates to a technology, asset, facility, equipment, network, system or service of particular importance for the security or public order interests of the Union. In addition to these criteria, screening mechanisms may apply to other sectors, Union targets or economic activities that the relevant Member State considers critical for its security or public order.

Or. en

(20) To ensure that foreign investments likely to negatively affect security or public order in the Union are adequately identified in accordance with, but not limited to, the case-law of the Court of Justice, Member States should screen foreign investments where the Union target is part of or participates in a project or programme of Union interest or where the Union target’s economic activity relates to a technology, asset, facility, equipment, network, system or service of particular importance for the security or public order interests of the Union. In addition to these criteria, screening mechanisms may apply to other sectors, Union targets or economic activities that the relevant Member State considers critical for its security or public order.

Amendment 8

Proposal for a regulation

Article 8 – paragraph 8

Recital 21

Text proposed by the Commission

Amendment

8.(21) Where,To dueensure tothat exceptionalthe circumstances,cooperation mechanism focuses only on those foreign investments where the notifyingcharacteristics Memberof Statethe considersforeign thatinvestor itsor the Union target make an effect on security or public order requireslikely, issuingit ais screeningappropriate decisionto beforeestablish risk-based conditions for the deadlinesnotification referredof toforeign ininvestments paragraphundergoing 3screening expire,in ita shallMember notifyState to the other Member States and the CommissionCommission. Where a foreign investment does not meet any of itsthe intentionconditions, andthe dulyMember justifyState where the needforeign forinvestment immediateis action.undergoing Thescreening may notify the foreign investment to the other Member States and the CommissionCommission, shallincluding providewhere commentsthe orUnion issuetarget anhas opinionsignificant expeditiously.operations Thisin procedureother shallMember notStates, beor invokedbelongs to servea purelycorporate thegroup commercialthat interestshas ofseveral thecompanies applicantin requestingdifferent theMember authorisation.States.

8. Where, due to exceptional circumstances, the notifying Member State considers that its security or public order requires issuing a screening decision before the deadlines referred to in paragraph 3 expire, it shall notify the other Member States and the Commission of its intention and duly justify the need for immediate action. The other Member States and the Commission shall provide comments or issue an opinion expeditiously. This procedure shall not be invoked to serve purely or mainly the commercial interests of the applicant requesting the authorisation.

(21) To ensure that the cooperation mechanism focuses only on those foreign investments where the characteristics of the foreign investor or the Union target make an effect on security or public order likely, it is essential to establish risk-based conditions for the notification of foreign investments undergoing screening in a Member State to the other Member States and the Commission. Where a foreign investment does not meet any of the conditions, the Member State where the foreign investment is undergoing screening may notify the foreign investment to the other Member States and the Commission, including where the Union target has significant operations in other Member States, or belongs to a corporate group that has several companies in different Member States. Furthermore, in cases where the ownership structure is opaque or unclear, the investment should be notified as a precaution. An opaque ownership structure refers to cases where the ultimate beneficial owner is obscured by layers of indirect ownership such as multilevel indirect shareholding. The beneficial owner in this case is any natural person who ultimately owns or controls a legal entity or similar legal arrangement.

Or. en

Amendment 9

Proposal for a regulation

Recital 25

Text proposed by the Commission

Amendment

(25) Furthermore, it should be possible for the Commission to adopt an opinion addressed to all Member States if it identifies several foreign investments that, taken together, are likely to impact the security or public order of the Union. This could notably be the case where several foreign investments present comparable characteristics. These include where the foreign investments are made by the same foreign investor, or foreign investors presenting similar risks, or where several foreign investments concern the same target or the same infrastructure, including trans-European infrastructure for transport, energy and communication. Member States and the Commission should discuss the risk analysis and the possible ways to address the risks identified in the opinion.

(25) Furthermore, it should be possible for the Commission to adopt an opinion addressed to all Member States if it identifies several foreign investments that, taken together, are likely to impact the security or public order of the Union. This could notably be the case where several foreign investments present comparable characteristics. These include where the foreign investments are made by the same foreign investor, or foreign investors presenting similar risks, or where several foreign investments concern the same target or the same infrastructure, including trans-European infrastructure for transport, energy and communication and where the detection of such aggregated investments raises security concerns related to specific items, entities, or economic activities of particular importance to the security or public order interests of the Union. Member States and the Commission should discuss the risk analysis and the possible ways to address the risks identified in the opinion.

Amendment 10

Proposal for a regulation

Recital 26

Text proposed by the Commission

Amendment

(26) To protect security or public order while providing greater certainty to investors, Member States should have the possibility to make comments and the Commission should have the possibility to issue an opinion on foreign investments that have been completed but not notified up to 15 months after the completion of the foreign investment.

(26) To protect security or public order while providing greater certainty to investors, Member States should have the possibility to make comments and the Commission should have the possibility to issue an opinion on foreign investments that have been completed but not notified up to 36 months after the completion of the foreign investment.

Amendment 11

Proposal for a regulation

Recital 28

Text proposed by the Commission

Amendment

(28) In order to ensure that the likely effect of a foreign investment on the security or public order of one or more Member States is adequately addressed, Member States receiving duly justified comments from other Member States or an opinion from the Commission should give such comments or opinion utmost consideration, including where it considers that its own security or public order is not affected. The Member State should coordinate with the Commission and the Member States concerned if necessary and provide them with written feedback on the decision taken and how the comments and the opinion have been given utmost consideration. The final decision on foreign investments should remain the sole responsibility of the Member State where the foreign investment is planned or completed.

(28) In order to ensure that the likely effect of a foreign investment on the security or public order of one or more Member States is adequately addressed, Member States receiving duly justified comments from other Member States or an opinion from the Commission should give such comments or opinion utmost consideration, including where it considers that its own security or public order is not affected. The Member State should coordinate with the Commission and the Member States concerned if necessary and provide them with written feedback on the decision taken and how the comments and the opinion have been given utmost consideration. The Commission should have the appropriate technical and human resources, as well as the financial resources, to procure commercial business intelligence from private vendors. If the Commission considers that its opinion has not been given utmost consideration, and that security or public order of the Union can be significantly affected, it may issue a follow-up opinion stipulating recommendations to address the risks.

Amendment 12

Proposal for a regulation

Recital 29

Text proposed by the Commission

Amendment

(29) To ensure the effective functioning of the cooperation mechanism, it is important to require that the Member State notifying the foreign investment to the cooperation mechanism provides a minimum level of information in a standardised format. Where the cooperation concerns a foreign investment not notified to the cooperation mechanism, the Member State where the foreign investment is planned or has been completed should be able to provide at least the same minimum level of information. The Commission and Member States may seek additional information from the Member State where the foreign investment is planned or completed. Such request for additional information should be duly justified, limited to the information necessary for the Member States to provide comments or for the Commission to issue an opinion, proportionate to the purpose of the request and not unduly burdensome for the notifying Member State.

(29) To ensure the effective functioning of the cooperation mechanism, it is important to require that the Member State notifying the foreign investment to the cooperation mechanism provides a minimum level of information in a standardised format. Where the cooperation concerns a foreign investment not notified to the cooperation mechanism, the Member State where the foreign investment is planned or has been completed should be able to provide at least the same minimum level of information. The Commission and Member States may seek additional information from the Member State where the foreign investment is planned or completed. Such request for additional information should be duly justified, limited to the information necessary for the Member States to provide comments or for the Commission to issue an opinion, proportionate to the purpose of the request and not unduly burdensome for the notifying Member State. To protect security or public order, information provided should clearly state whether the foreign investment is subject to restrictive measures pursuant to Article 215 TFEU, previous screening history and any economic activity in items listed in Annex I to Regulation (EU) 2021/821 of the European Parliament and of the Council1a or Council Common Position 2008/944/CFSP1b.

_________________

1a Regulation (EU) 2021/821 of the European Parliament and of the Council of 20 May 2021 setting up a Union regime for the control of exports, brokering, technical assistance, transit and transfer of dual-use items (OJ L 206, 11.6.2021, p. 1).

1b Council Common Position 2008/944/CFSP of 8 December 2008 defining common rules governing control of exports of military technology and equipment (OJ L 335 13.12.2008, p. 99).

Amendment 13

Proposal for a regulation

Recital 34

Text proposed by the Commission

Amendment

(34) To ensure the efficiency and effectiveness of the cooperation mechanism, it is necessary to align deadlines and procedures when several foreign investments linked to the same broader transaction are screened in several Member States. In such multi-country transactions, the applicant should file the different requests for authorisation in the Member States concerned simultaneously. In addition, those Member States should notify the requests simultaneously to the cooperation mechanism. To ensure an efficient handling of these multi-country transactions, the Member States concerned should coordinate and agree on whether the foreign investments are notifiable and when they should be notified. Furthermore, the Member States concerned should also coordinate on the final decision. If the Member States concerned intend to authorise the foreign investment with conditions, they should ensure that these conditions are compatible with one another and address cross-border risks adequately. Before prohibiting a foreign investment, the Member States concerned should consider whether a conditional authorisation with coordinated measures and their coordinated enforcement is not sufficient to address the likely effect on security or public order. The Commission should be able to participate in such coordination.

(34) To ensure the efficiency and effectiveness of the cooperation mechanism, it is necessary to align deadlines, documents required and procedures when several foreign investments linked to the same broader transaction are screened in several Member States. In such multi-country transactions, the applicant should file the different requests for authorisation in the Member States concerned simultaneously. In addition, those Member States should notify the requests simultaneously to the cooperation mechanism. To ensure an efficient handling of these multi-country transactions, the Member States concerned should coordinate and agree on whether the foreign investments are notifiable and when they should be notified. Furthermore, the Member States concerned should also coordinate on the final decision. If the Member States concerned intend to authorise the foreign investment with conditions, they should ensure that these conditions are compatible with one another and address cross-border risks adequately. Before prohibiting a foreign investment, the Member States concerned should consider whether a conditional authorisation with coordinated measures and their coordinated enforcement is not sufficient to address the likely effect on security or public order in accordance with, but not limited to, the case-law of the Court of Justice. The Commission should be able to participate in such coordination.

Amendment 14

Proposal for a regulation

Recital 34 a (new)

Text proposed by the Commission

Amendment

(34a) To ensure transparency and efficiency in the cooperation mechanism, it is essential for Member States to provide complete additional information requested by the Commission or other Member States within a reasonable timeframe. Member States should comply with such requests without undue delay and in any event no later than 180 days from the date of the request, using the secure and encrypted system established under this Regulation. Furthermore, when providing additional information to another Member State, the notifying Member State should simultaneously send such additional information to the Commission to maintain consistency and facilitate effective coordination.

Amendment 15

Proposal for a regulation

Recital 35

Text proposed by the Commission

Amendment

(35) To ensure a consistent approach to the screening of investments across the Union, it is essential that the standards and criteria used to assess likely risks to security and public order are those set at Union level in this Regulation. Those should include the impact on the security, integrity and functioning of critical infrastructure, the availability of critical technologies (including key enabling technologies) and the continued supply of critical inputs for security or public order, the disruption, failure, loss or destruction of which would have a significant impact on security and public order in one or more Member States or on the Union as a whole. In that regard, Member States and the Commission should also take into account the context and circumstances of the foreign investment. This should include, in particular, whether an investor is controlled directly or indirectly, for example through significant funding, by the government of a third country or is involved in pursuing policy objectives of third countries to facilitate their military capabilities. In this context, if applicable, Member States and the Commission should also consider why the foreign investor, its beneficial owner or any of its subsidiaries or a person acting on behalf or at the direction of such a foreign investor is subject to any type of Union restrictive measures pursuant to Article 215 TFEU.

(35) To ensure a consistent approach to the screening of investments across the Union, it is essential that the standards and criteria used to assess likely risks to security and public order are those set at Union level in this Regulation. Those should include the impact on the security, integrity and functioning of critical infrastructure, the availability of critical technologies (including key enabling technologies) and the continued supply of critical inputs for security or public order, the disruption, failure, loss or destruction of which would have a significant impact on security and public order in one or more Member States or on the Union as a whole. In that regard, Member States and the Commission should also take into account the context and circumstances of the foreign investment. This should include, in particular, whether an investor is controlled directly or indirectly, for example through significant funding, by the government of a third country or is involved in pursuing policy objectives of third countries to facilitate their military capabilities. In this context, if applicable, Member States and the Commission should also consider why the foreign investor, its beneficial owner or any of its subsidiaries or a person acting on behalf or at the direction of such a foreign investor is subject to any type of Union restrictive measures pursuant to Article 215 TFEU. To facilitate that process, common and simple administrative procedures should be put in place, and the process should strive to maintain a welcoming investment environment, while ensuring Union security interests, fully compatible with Union law and international commitments.

Amendment 16

Proposal for a regulation

Recital 36

Text proposed by the Commission

Amendment

(36) Where the Member State where the foreign investment is planned or completed considers that a foreign investment is likely to negatively affect security or public order in the Union, it is appropriate to require that Member State to take appropriate measures to mitigate the risks, where such measures are available, and it considers them adequate, taking into utmost consideration the comments issued by other Member States and the opinion issued by the Commission, if applicable. Foreign investments should be prohibited only on an exceptional basis, and where mitigating measures or measures available under Union or national law other than the screening mechanism are not sufficient to mitigate the effect on security or public order.

(36) Where the Member State where the foreign investment is planned or completed considers that a foreign investment is likely to negatively affect security or public order in the Union, it is appropriate to require that Member State to take appropriate measures to mitigate the risks, where such measures are available, and it considers them adequate, reasonably considering the comments issued by other Member States and the opinion issued by the Commission, if applicable. Foreign investments should be prohibited only on an exceptional basis, and where mitigating measures or measures available under Union or national law other than the screening mechanism are not sufficient to mitigate the effect on security or public order or that compliance with mitigation measures is insufficient.

Amendment 17

Proposal for a regulation

Recital 43

Text proposed by the Commission

Amendment

(43) The Commission should draw up an annual report on the implementation of this Regulation and submit it to the European Parliament and to the Council. For greater transparency, the report should be made public. The report should be based on, among other things, reports submitted by all Member States to the Commission on a confidential basis with due respect to the need to ensure the protection of the confidentiality of certain information, in particular where the publication of data could affect the security or public order of the Union or jeopardise commercial confidentiality.

(43) The Commission should draw up an annual report on the implementation of this Regulation and submit it to the European Parliament and to the Council. For greater transparency, the report should be made public. The report should be based on, among other things, reports submitted by all Member States to the Commission on a confidential basis with due respect to the need to ensure the protection of the confidentiality of certain information, in particular where the publication of data could affect the security or public order of the Union or jeopardise commercial confidentiality. The protection of trade secrets, as defined in Article 2, point (1), of Directive (EU) 2016/943 of the European Parliament and of the Council1a, should be ensured throughout the screening process. Member States and the Commission should adopt measures to handle such information with the highest standards of confidentiality, preventing unauthorised disclosure while ensuring that the screening process is not obstructed by claims of confidentiality designed to evade legitimate scrutiny.

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1a Directive (EU) 2016/943 of the European Parliament and of the Council of 8 June 2016 on the protection of undisclosed know-how and business information (trade secrets) against their unlawful acquisition, use and disclosure (OJ L 157, 15.6.2016, p. 1, ELI: http://data.europa.eu/eli/dir/2016/943/oj).

Amendment 18

Proposal for a regulation

Recital 49

Text proposed by the Commission

Amendment

(49) In order to take into account developments relating to projects or programmes of Union interest and to adapt the list of technologies, assets, facilities, equipment, networks, systems, services and economic activities of particular importance for the security or public order interests of the Union, the power to adopt acts in accordance with Article 290 TFEU should be delegated to the Commission in respect of amendments to the Annexes to this Regulation. The list of projects and programmes of Union interest set out in Annex I should cover projects or programmes covered by EU law which provide for the development, maintenance or acquisition of critical infrastructure, critical technologies or critical inputs which are essential for security or public order. The list of technologies, assets, facilities, equipment, networks, systems, services and economic activities of particular importance for the security or public order interests of the Union set out in Annex II should include areas where a foreign investment may affect security or public order in more than one Member State or in the Union as a whole through an Union target, which does not participate in or receive funds from a project or programme of Union interest. It is of particular importance that the Commission carries out appropriate consultations during its preparatory work, including at expert level, and that those consultations be conducted in accordance with the principles laid down in the Interinstitutional Agreement of 13 April 2016 on Better Law-Making16. In particular, to ensure equal participation in the preparation of delegated acts, the European Parliament and the Council receive all documents at the same time as Member States’ experts, and their experts systematically have access to meetings of Commission expert groups dealing with the preparation of delegated acts.

(49) In order to take into account developments relating to projects or programmes of Union interest and to adapt the list of technologies, assets, facilities, equipment, networks, systems, services and economic activities of particular importance for the security or public order interests of the Union, the power to adopt acts in accordance with Article 290 TFEU should be delegated to the Commission in respect of amendments to the Annexes to this Regulation. The list of projects and programmes of Union interest set out in Annex I should cover projects or programmes covered by EU law which provide for the development, maintenance or acquisition of critical infrastructure, critical technologies or critical inputs which are essential for security or public order. The list of items and entities of particular importance for the security or public order interests of the Union set out in Annex II should include areas where a foreign investment may affect security or public order in more than one Member State or in the Union as a whole through an Union target, which does not participate in or receive funds from a project or programme of Union interest. It is of particular importance that the Commission carries out appropriate consultations during its preparatory work, including at expert level, and that those consultations be conducted in accordance with the principles laid down in the Interinstitutional Agreement of 13 April 2016 on Better Law-Making16. In particular, to ensure equal participation in the preparation of delegated acts, the European Parliament and the Council receive all documents at the same time as Member States’ experts, and their experts systematically have access to meetings of Commission expert groups dealing with the preparation of delegated acts.

_________________

_________________

16 OJ L 123, 12.5.2016, p. 1.

16 OJ L 123, 12.5.2016, p. 1.

Amendment 19

Proposal for a regulation

Article 2 – paragraph 1 – point 1

Text proposed by the Commission

Amendment

(1) ‘foreign investment’ means a foreign direct investment or an investment within the Union with foreign control, which enables effective participation in the management or control of a Union target;

(1) ‘foreign investment’ means a foreign direct investment or an investment within the Union with foreign control, which enables the possibility to exercise decisive influence on a Union target including but not limited to management control, voting rights, board representation, or strategic decision-making power over a Union target from the investor’s side pursuant to Article 20(5) of Regulation (EU) 2022/2560 of the European Parliament and of the Council1a and Article 3(2) of Council Regulation (EC) No 139/20041b, except those made by undertakings whose direct investment entities are European managers of qualified collective investment funds;

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1a Regulation (EU) 2022/2560 of the European Parliament and of the Council of 14 December 2022 on foreign subsidies distorting the internal market (OJ L 330, 23.12.2022, p. 1).

1b Council Regulation (EC) No 139/2004 of 20 January 2004 on the control of concentrations between undertakings (OJ L 24, 29.1.2004, p. 1).

Amendment 20

Proposal for a regulation

Article 2 – paragraph 1 – point 8 a (new)

Text proposed by the Commission

Amendment

(8a) ‘European managers of qualified collective investment funds’ means fund managers located in the Union whose objective is to pool capital from more than one investor, including foreign investors, in order to generate a joint return for those investors in the fund, and who are able to demonstrate at all times that none of the foreign investors has the ability to exercise decisive influence over the business decisions, nor has direct access to confidential information, including intellectual property rights or technology transfers, of the companies in which the fund has invested;

Amendment 21

Proposal for a regulation

Article 3 – paragraph 1

Text proposed by the Commission

Amendment

1. Member States shall establish a screening mechanism in accordance with this Regulation.

1. Member States shall establish or maintain a screening mechanism that fulfils at least the requirements set out in this Regulation.

Amendment 22

Proposal for a regulation

Article 3 – paragraph 2

Text proposed by the Commission

Amendment

2. Member States shall ensure that the screening mechanism referred to in paragraph 1 applies at least to investments subject to an authorisation requirement pursuant to Article 4(4).

2. Member States shall ensure without exception that the screening mechanism referred to in paragraph 1 applies at least to investments subject to an authorisation requirement pursuant to Article 4(4).

Amendment 23

Proposal for a regulation

Article 4 – paragraph 2 – point a

Text proposed by the Commission

Amendment

(a) adequate procedures shall be provided for the screening authority to determine whether it has jurisdiction over a foreign investment filed for authorisation and to carry out an initial review followed by, where necessary, an in-depth investigation to determine whether that foreign investment is likely to negatively affect security or public order. The purpose of the in-depth investigation shall be, in particular, to determine whether a screening decision as referred to in Article 14(1) is appropriate and to determine its content.

(a) adequate resources and procedures shall be provided for the screening authority to determine whether it has jurisdiction over a foreign investment filed for authorisation and to carry out an initial review followed by, where necessary, an in-depth investigation to determine whether that foreign investment is likely to negatively affect security or public order, taking into account at least the criteria laid down in Article 13 and also, but not exclusively, based on the case-law of the Court of Justice of the European Union (Court of Justice). The purpose of the in-depth investigation shall be, in particular, to determine whether a screening decision as referred to in Article 14(1) is appropriate and to determine its content.

Amendment 24

Proposal for a regulation

Article 4 – paragraph 2 – point a a (new)

Text proposed by the Commission

Amendment

(aa) Member States shall require mandatory notification of foreign investments which enable the possibility for the investor to exercise decisive influence on a Union target pursuant to Article 20(5) of Regulation (EU) 2022/2560 and Article 3(2) of Regulation (EC) No 139/2004 when covered by Annex II of this Regulation; this Regulation does not impose obligation on Member States to require mandatory notification of minority investments, short-term investments, or restructuring operations within a group of companies, unless such operations result in foreign control or influence over strategic decisions of the target company or its subsidiaries; nor are they obliged to require notification of mergers between legal entities unless the resulting entity would enable foreign control or be able to exercise decisive influence;

Amendment 25

Proposal for a regulation

Article 4 – paragraph 2 – point b

Text proposed by the Commission

Amendment

(b) the screening authority shall monitor and ensure compliance with the screening mechanism and screening decisions. In particular, it shall put in place adequate procedures to identify and prevent circumvention of the screening mechanism and screening decisions;

(b) the screening authority shall monitor and ensure compliance with the screening mechanism and screening decisions. In particular, it shall put in place adequate resources and procedures to identify and prevent circumvention of the screening mechanism and screening decisions;

Amendment 26

Proposal for a regulation

Article 4 – paragraph 2 – point c

Text proposed by the Commission

Amendment

(c) the screening authority shall be empowered to start screening foreign investments by its own initiative for at least 15 months after the completion of a foreign investment that is not subject to an authorisation requirement where the screening authority has grounds to consider that the foreign investment may affect security or public order;

(c) the screening authority shall be empowered to start screening foreign investments by its own initiative for up to 36 months after the completion of a foreign investment that is not subject to an authorisation requirement where the screening authority has grounds to consider that the foreign investment may affect security or public order; this does not cover already screened foreign investments unless it is demonstrated that the foreign investor has provided false, misleading or incomplete information;

Amendment 27

Proposal for a regulation

Article 4 – paragraph 2 – point f

Text proposed by the Commission

Amendment

(f) an annual report shall be made public, and shall include information on relevant legislative developments in the Member State and aggregate and anonymised data on the investments screened, including the outcome of screening decisions, nationalities, or country of establishment as the case may be, of parties to the investments notified to the screening authority, and the economic sectors in which those transactions took place;

(f) an annual report shall be made public, and shall include information on relevant legislative developments in the Member State and aggregate and anonymised data on the investments screened, including the outcome of screening decisions, nationalities, or country of establishment as the case may be, of parties to the investments notified to the screening authority, and the economic sectors in which those transactions took place; the annual report shall also include yearly and three- year variations in foreign direct investment across all economic sectors in the Member State;

Amendment 28

Proposal for a regulation

Article 4 – paragraph 2 – point g

Text proposed by the Commission

Amendment

(g) foreign investments subject to an authorisation requirement as referred to in paragraph 4 shall be filed by the applicant requesting authorisation with the screening authority and shall be screened before the foreign investment is completed;

(g) foreign investments subject to an authorisation requirement as referred to in paragraph 4 shall be filed by the applicant requesting authorisation with the screening authority and shall be screened before the foreign investment is completed; the screening authority shall limit administrative burdens and undue delays for the applicant requesting authorisation;

Amendment 29

Proposal for a regulation

Article 4 – paragraph 2 – point i a (new)

Text proposed by the Commission

Amendment

(ia) the screening authority shall allow applicants to use the common European form to request an authorisation. The Commission shall develop that form by means of implementing acts pursuant to Article 21, to be adopted prior to the date of application of this Regulation referred to in Article 24(2); Member States may add additional information requests to the form based on their national procedure.

Amendment 30

Proposal for a regulation

Article 4 – paragraph 4 – introductory part

Text proposed by the Commission

Amendment

4. Member States shall ensure that their screening mechanisms impose an authorisation requirement for foreign investments where the Union target established in their territory:

4. Member States shall ensure that their screening mechanisms impose an authorisation requirement for foreign investments where the Union target established in their territory is part of or participates in one of the projects or programmes of Union interest listed in Annex I, including as a recipient as defined in Article 2, point (59), of Regulation (EU, Euratom) 2024/2509 of the European Parliament and of the Council1a.

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1a Regulation (EU, Euratom) 2024/2509 of the European Parliament and of the Council of 23 September 2024 on the financial rules applicable to the general budget of the Union (OJ L, 2024/2509, 26.9.2024, p. 1, ELI: http://data.europa.eu/eli/reg/2024/2509/oj ).

Amendment 31

Proposal for a regulation

Article 4 – paragraph 4 – point a

Text proposed by the Commission

Amendment

(a) is part of or participates in one of the projects or programmes of Union interest listed in Annex I, including as a recipient of funds as defined in Article 2 paragraph 53 of Regulation 2018/1046 of the European Parliament and of the Council19 , or

deleted

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19 Regulation (EU, Euratom) 2018/1046 of the European Parliament and of the Council of 18 July 2018 on the financial rules applicable to the general budget of the Union, amending Regulations (EU) No 1296/2013, (EU) No 1301/2013, (EU) No 1303/2013, (EU) No 1304/2013, (EU) No 1309/2013, (EU) No 1316/2013, (EU) No 223/2014, (EU) No 283/2014, and Decision No 541/2014/EU and repealing Regulation (EU, Euratom) No 966/2012 (OJ L 193, 30.7.2018, p. 1–222, ELI: http://data.europa.eu/eli/reg/2018/1046/oj).

Amendment 32

Proposal for a regulation

Article 4 – paragraph 4 – point b

Text proposed by the Commission

Amendment

(b) is economically active in one of the areas listed in Annex II.

deleted

Amendment 33

Proposal for a regulation

Article 4 – paragraph 4 a (new)

Text proposed by the Commission

Amendment

4a. Member States shall ensure that their screening mechanisms impose an authorisation requirement for foreign investments where the Union target is established or is to be established in their territory and the Union target is economically active in one of the areas listed in Annex II.

Amendment 34

Proposal for a regulation

Article 5 – paragraph 1 – point b – point i

Text proposed by the Commission

Amendment

(i) the foreign investor or the foreign investor’s subsidiary in the Union is directly or indirectly controlled by the government, including state bodies, regional or local authorities or armed forces, of a third country, including through ownership structure, significant funding, special rights or state-appointed directors or managers;

(i) the foreign investor or the foreign investor’s subsidiary in the Union is directly or indirectly controlled by the government, including state bodies, regional or local authorities or armed forces, of a third country, including through ownership structure, significant funding, special rights or state-appointed directors or managers. In cases where the ownership structure is opaque or unclear, the investment shall be notified as a precaution;

Amendment 35

Proposal for a regulation

Article 6 – paragraph 1 – point b

Text proposed by the Commission

Amendment

(b) within 60 calendar days of receiving the request for authorisation for foreign investments meeting the conditions set out in Article 5(2).

(b) within 45 calendar days of receiving the request for authorisation for foreign investments meeting the conditions set out in Article 5(2).

Amendment 36

Proposal for a regulation

Article 6 – paragraph 1 – point b a (new)

Text proposed by the Commission

Amendment

(ba) by way of derogation from point (b) of this paragraph, in duly justified cases where the foreign investment presents substantial complexity, involves cross-border implications, or involves entities controlled by a third-country government or subject to Union restrictive measures under Article 215 TFEU, the notification period may be extended to a maximum of 60 calendar days; such an extension may also apply in cases where emerging threats or exceptional circumstances arise, necessitating further analysis or additional data collection; the Member State invoking the derogation shall communicate its justification to the Commission and the other Member States within 10 calendar days of the receipt of the initial notification.

Amendment 37

Proposal for a regulation

Article 6 – paragraph 2 – point a

Text proposed by the Commission

Amendment

(a) applicants requesting an authorisation shall file their requests for authorisation in all relevant Member States on the same day, and each request for authorisation shall make reference to the other requests;

(a) applicants requesting an authorisation shall file their requests for authorisation in all relevant Member States within 3 calendar days; the applicants shall not be required to reference in the first request other requests, however, the applicants shall in all subsequent requests make reference to the first request; the 3-day period shall begin from the date when the first request is submitted;

Amendment 38

Proposal for a regulation

Article 6 – paragraph 2 – point c

Text proposed by the Commission

Amendment

(c) if the requests for authorisation concern a foreign investment meeting any of the conditions set out in Article 5(1), the respective Member States shall send their notifications to the cooperation mechanism on the same day and within the deadline laid down in point (a) of paragraph 1 of this Article;

(c) if the requests for authorisation concern a foreign investment meeting any of the conditions set out in Article 5(1), the respective Member States shall send their notifications to the cooperation mechanism on the same day after the last Member State received its request for authorisation and within the deadline laid down in point (a) of paragraph 1 of this Article;

Amendment 39

Proposal for a regulation

Article 7 – paragraph 1 – subparagraph 1 – point a

Text proposed by the Commission

Amendment

(a) considers that a foreign investment is likely to negatively affect its security or public order; or

(a) considers that a foreign investment is likely to negatively affect its security or public order, also in accordance with, but not limited to, the case-law of the Court of Justice; or

Amendment 40

Proposal for a regulation

Article 7 – paragraph 2 – subparagraph 1 – point a

Text proposed by the Commission

Amendment

(a) it considers that such a foreign investment is likely to negatively affect the security or public order of more than one Member State;

(a) it considers that such a foreign investment is likely to negatively affect the security or public order of more than one Member State, also in accordance with, but not limited to, the case-law of the Court of Justice;

Amendment 41

Proposal for a regulation

Article 7 – paragraph 2 – subparagraph 1 – point b

Text proposed by the Commission

Amendment

(b) it considers that such a foreign investment is likely to negatively affect projects or programmes of Union interest on grounds of security or public order;

(b) it considers that such a foreign investment is likely to negatively affect projects or programmes of Union interest on grounds of security or public order, also in accordance with, but not limited to, the case-law of the Court of Justice;

Amendment 42

Proposal for a regulation

Article 7 – paragraph 3

Text proposed by the Commission

Amendment

3. The Commission may issue a duly motivated opinion addressed to all Member States if it considers that several foreign investments or other similar investments if they were to be made, taken together, and having regard to their characteristics could affect the security or public order of the Union. After a Commission opinion is issued, the Commission may, as appropriate, discuss with Member States how to address the identified risks.

3. The Commission shall issue a duly motivated opinion addressed to a Member State, a group of Member States or all Member States if it considers that a foreign investment or several similar investments if they were to be made, taken together or individually, and having regard to their characteristics could affect the security or public order of the Union, also in accordance with, but not limited to, the case-law of the Court of Justice. After a Commission opinion is issued, the Commission shall, as appropriate, discuss with Member States the actions to address the identified risks.

Amendment 43

Proposal for a regulation

Article 7 – paragraph 6

Text proposed by the Commission

Amendment

6. Following the receipt of a comment pursuant to paragraph 1, the Member State shall set up a meeting with the Member States who issued comments to discuss how to best address the risks identified. If the Member State where the foreign investment is planned or completed disagrees with the risks identified or, if applicable, the measure proposed with the comment, the Member States shall aim to identify alternative solutions. Where the comment concerns a multi-country transaction, the other Member States who notified the foreign investment shall also be invited to discuss whether the intended outcomes are compatible with one another and, where applicable, the intended conditions are able to address identified cross-border risks adequately. The Commission shall be invited to any such meetings.

6. Following the receipt of a comment pursuant to paragraph 1, the Member State shall set up a meeting with the Member States who issued comments to discuss how to best address the risks identified. If the Member State where the foreign investment is planned or completed disagrees with the risks identified or, if applicable, the measure proposed with the comment, the Member States shall identify alternative solutions. Where the comment concerns a multi-country transaction, the other Member States who notified the foreign investment shall also be invited to discuss whether the intended outcomes are compatible with one another and, where applicable, the intended conditions are able to address identified cross-border risks adequately. The Commission shall be invited to any such meetings.

Amendment 44

Proposal for a regulation

Article 7 – paragraph 8 – introductory part

Text proposed by the Commission

Amendment

8. Following the receipt of an opinion pursuant to paragraph 2 or 3, the Member State where the foreign investment is planned or completed shall:

8. Following the receipt of comments pursuant to paragraph 1 or an opinion pursuant to paragraph 2 or 3, the Member State where the foreign investment is planned or completed shall:

Amendment 45

Proposal for a regulation

Article 7 – paragraph 8 – point a

Text proposed by the Commission

Amendment

(a) notify its screening decision to the respective Member States and to the Commission via the secure and encrypted system referred to in Article 12(4) no later than 3 calendar days after it was sent to the respective parties to the foreign investment;

(a) notify to the respective Member States and to the Commission on the results of screening via the secure and encrypted system referred to in Article 12(4) no later than 5 calendar days after they were sent to the respective parties to the foreign investment;

Amendment 46

Proposal for a regulation

Article 7 – paragraph 8 – point b – introductory part

Text proposed by the Commission

Amendment

(b) provide a written explanation to the respective Member States and the Commission via the secure and encrypted system referred to in Article 12(4) no later than 7 calendar days after the screening decision was notified pursuant to paragraph (a) on:

(b) upon request of the respective Member State or the Commission, invite the respective Member State and the Commission to a meeting or provide a written explanation on the results of screening to the respective Member States and the Commission via the secure and encrypted system referred to in Article 12(4) no later than 7 calendar days following such a request. Where the screening decision concerns a multi-country notification, the other Member States which notified the foreign investment to the cooperation mechanism shall also be invited to the meeting or receive the written explanation. The written explanation shall contain:

Amendment 47

Proposal for a regulation

Article 7 – paragraph 8 a (new)

Text proposed by the Commission

Amendment

8a. The comments and opinions issued by other Member States or the Commission as well as the written explanation from the Member State where the foreign investment is planned, shall be enclosed in the secure database set up pursuant to paragraph 10. If certain information may not be shared pursuant to paragraph 11, the database shall at least include a reference to the comments, opinions and written explanations, and the involved parties.

Amendment 48

Proposal for a regulation

Article 7 – paragraph 9

Text proposed by the Commission

Amendment

9. Where the Member States or the Commission indicate that the screening decision referred to in paragraph 8, subparagraph (a), of this Article does not give utmost consideration to their comments provided pursuant to pursuant to paragraph 1 or the opinion provided pursuant to paragraph 2 or 3, the Member State where the investment is planned or completed shall organise a meeting to explain the obstacles encountered or the reasons for disagreement and shall endeavour to identify solutions, should a similar situation arise in the future. Where the screening decision concerns a multi-country notification, the other Member States who notified the foreign investment to the cooperation mechanism shall also be invited. The Commission shall be invited to any meetings organised pursuant to this paragraph.

9. Where the Member States or the Commission indicate that the screening decision referred to in paragraph 8, subparagraph (a), of this Article does not give utmost consideration to their comments provided pursuant to pursuant to paragraph 1 or the opinion provided pursuant to paragraph 2 or 3, the Member State where the investment is planned or completed shall organise a meeting to explain the obstacles encountered or the reasons for disagreement and shall endeavour to identify solutions, should a similar situation arise in the future. Where the screening decision concerns a multi-country notification, the other Member States who notified the foreign investment to the cooperation mechanism shall also be invited. The Commission shall be invited to any meetings organised pursuant to this paragraph. If the Commission decides that its opinions have still not been given the utmost consideration, and that the security or public order of the Union could be significantly affected, it may issue a follow-up opinion with recommendations on how to address the risks identified.

Amendment 49

Proposal for a regulation

Article 7 – paragraph 10

Text proposed by the Commission

Amendment

10. The Commission shall set up a secure database made available to all Member States with information on the foreign investments assessed by the cooperation mechanism and the outcome of the assessments under the national screening mechanisms, including information about the relevant screening decisions. The Commission shall upload to that database the information it has at its disposal since 12 October 2020. By [date of application of this Regulation] Member States shall upload to that database the information at their disposal about the outcome of the relevant procedure under their own screening mechanisms. They may also provide additional explanations.

10. The Commission shall set up a secure database made available to all Member States with information on the foreign investments assessed by the cooperation mechanism and the outcome of the assessments under the national screening mechanisms, including information about the relevant screening decisions. The Commission shall upload to that database the information it has at its disposal since 12 October 2020, including relevant business intelligence it has procured and verified from commercial vendors. By [date of application of this Regulation] Member States shall upload to that database the information at their disposal about the outcome of the relevant procedure under their own screening mechanisms. They may also provide additional explanations.

Amendment 50

Proposal for a regulation

Article 7 – paragraph 10 a (new)

Text proposed by the Commission

Amendment

10a. The Commission shall develop a business intelligence capability to inform the screening authorities, develop coordinated risk assessments and support a Union FDI capacity-building programme through the FDI Expert Group, offering best practices, lessons learned and common training programmes for officials of the Member States.

Amendment 51

Proposal for a regulation

Article 8 – paragraph 1 – point a

Text proposed by the Commission

Amendment

(a) Member States shall inform the notifying Member State via the secure and encrypted system referred to in Article 12(4) that they reserve their right to issue comments no later than 15 calendar days following the receipt of the notification pursuant to Article 5;

(a) Member States shall inform the notifying Member State via the secure and encrypted system referred to in Article 12(4) that they reserve their right to issue comments no later than 15 calendar days following the receipt of the notification pursuant to Article 5; in exceptional circumstances the comments may be issued no later than 20 calendar days following the receipt of the notification pursuant to Article 5;

Amendment 52

Proposal for a regulation

Article 8 – paragraph 5

Text proposed by the Commission

Amendment

5. The notifying Member State shall provide the complete additional information requested by the Commission or other Member States pursuant to paragraph 2 without undue delay via the secure and encrypted system referred to in Article 12(4). Where the notifying Member State provides additional information to a Member State, such additional information shall be sent to the Commission simultaneously.

5. The notifying Member State shall provide the complete additional information requested by the Commission or other Member States pursuant to paragraph 2 without undue delay and no later than 180 days from the date of the request, via the secure and encrypted system referred to in Article 12(4). Where the notifying Member State provides additional information to a Member State, such additional information shall be sent to the Commission simultaneously.

Amendment 53

Proposal for a regulation

Article 9 – paragraph 1

Text proposed by the Commission

Amendment

1. A Member State that considers that a foreign investment in the territory of another Member State which has not been notified to the cooperation mechanism is likely to negatively affect its security or public order, it may open an own initiative procedure in relation to that foreign investment. Before opening the procedure, the Member State shall check that the Member State where the investment is planned or completed does not intend to notify the foreign investment to the cooperation mechanism.

1. A Member State that considers that a foreign investment in the territory of another Member State which has not been notified to the cooperation mechanism is likely to negatively affect its security or public order, also in accordance with, but not limited to, the case-law of the Court of Justice, it may open a substantially motivated own initiative procedure in relation to that foreign investment. Before opening the procedure, the Member State shall check that the Member State where the investment is planned or completed does not intend to notify the foreign investment to the cooperation mechanism.

Amendment 54

Proposal for a regulation

Article 9 – paragraph 2

Text proposed by the Commission

Amendment

2. Member States shall be granted at least 15 months, after the foreign investment has been completed, the right to open the procedure set out in paragraph 1, provided the respective foreign investment has not been notified to the cooperation mechanism in the meantime.

2. Member States shall be granted up to 36 months, after the foreign investment has been completed, the right to open the procedure set out in paragraph 1, provided the respective foreign investment has not been notified to the cooperation mechanism in the meantime.

Amendment 55

Proposal for a regulation

Article 9 – paragraph 4

Text proposed by the Commission

Amendment

4. The Commission shall be granted at least 15 months, after the foreign investment has been completed, to open the procedure set out in paragraph 3, provided the respective foreign investment has not been notified to the cooperation mechanism in the meantime.

4. The Commission shall be granted up to 36 months, after the foreign investment has been completed, to open the procedure set out in paragraph 3, provided the respective foreign investment has not been notified to the cooperation mechanism in the meantime.

Amendment 56

Proposal for a regulation

Article 10 – paragraph 1 – point a

Text proposed by the Commission

Amendment

(a) the name of the investor, the global ultimate owner of the investor and the Union target, the ownership structure of the investor and, where applicable, of the corporate group to which the investor is a part;

(a) the name of the investor, the global ultimate owner of the investor and the Union target, the ownership structure of the investor and, where applicable, of the corporate group to which the investor is a part, and whether they are subject to restrictive measures pursuant to Article 215 TFEU or were involved in a foreign investment previously screened by a Member State and not authorised or only authorised with conditions;

Amendment 57

Proposal for a regulation

Article 10 – paragraph 1 – point c

Text proposed by the Commission

Amendment

(c) name and address of the Union target, its activities and alternative providers, the ownership structure of the Union target and, where applicable, of the corporate group to which the Union target is a part;

(c) name and address of the Union target, its activities and alternative providers, the ownership structure of the Union target and, where applicable, of the corporate group to which the Union target is a part, and if it is economically active in items listed in Annex I to Regulation (EU) 2021/821 or Common Position 2008/944/CFSP, specifying the item concerned;

Amendment 58

Proposal for a regulation

Article 13 – paragraph 1

Text proposed by the Commission

Amendment

1. Member States shall determine, for the purposes of taking a screening decision pursuant to Article 14 or issuing a duly motivated comment pursuant to Article 7(1) or Article 9(7), whether a foreign investment is likely to negatively affect security or public order.

1. Member States shall determine, for the purposes of taking a screening decision pursuant to Article 14 or issuing a duly motivated comment pursuant to Article 7(1) or Article 9(7), whether a foreign investment is likely to negatively affect security or public order, in accordance with, but not limited to, the case-law of the Court of Justice. They may use the risk evaluation form developed by the Commission.

Amendment 59

Proposal for a regulation

Article 13 – paragraph 1 – subparagraph 1 a (new)

Text proposed by the Commission

Amendment

By ... [date of application of this Regulation], the Commission shall adopt implementing acts laying down the risk evaluation form. Those implementing acts shall be adopted in accordance with the advisory procedure referred to in Article 22(2). That form may be used under the first subparagraph.

Amendment 60

Proposal for a regulation

Article 13 – paragraph 2

Text proposed by the Commission

Amendment

2. The Commission shall determine, for the purpose of issuing a duly motivated opinion pursuant to Article 7(2) or (3) or Article 9(7), whether it considers a foreign investment to be likely to negatively affect security or public order.

2. The Commission shall determine, for the purpose of issuing a duly motivated opinion pursuant to Article 7(2) or (3) or Article 9(7), whether it considers a foreign investment to be likely to negatively affect security or public order, in accordance with, but not limited to, the case-law of the Court of Justice, without undermining the need to maintain an open and welcoming regime for investment into the Union, fully compatible with Union law and international commitments.

Amendment 61

Proposal for a regulation

Article 13 – paragraph 3 – introductory part

Text proposed by the Commission

Amendment

3. When determining whether an investment is likely to negatively affect security or public order, the Member States or the Commission shall in particular consider whether the investment concerned is likely to negatively affect:

3. When determining whether an investment is likely to negatively affect security or public order, the Member States or the Commission shall consider, based also on, but not limited to, the case-law of the Court of Justice, in particular, whether the investment concerned is likely to negatively affect:

Amendment 62

Proposal for a regulation

Article 13 – paragraph 3 – point a

Text proposed by the Commission

Amendment

(a) the security, integrity and functioning of critical infrastructure, whether physical or virtual; in that context, based on the information available, it shall also be assessed whether the foreign investment is likely to negatively affect the resilience of any of the critical entities they have identified under Directive (EU) 2022/2557 of the European Parliament and of the Council20 as well as entities in scope of Directive (EU) 2022/2555 of the European Parliament and of the Council21 . The results of the Union level coordinated security risk assessments of critical supply chains carried out in accordance with Article 22(1) of Directive (EU) 2022/2555 shall also be taken into account. ;

(a) the security, confidentiality, integrity and functioning of sectors of high criticality and other critical sectors as listed in Annexes I and II to Directive (EU) 2022/2557, whether physical or virtual, including the land and property critical to the use of such critical infrastructure; in that context, based on the information available, it shall also be assessed whether the foreign investment is likely to negatively affect the resilience of any of the critical entities they have identified under Directive (EU) 2022/2557 of the European Parliament and of the Council20 as well as entities in scope of Directive (EU) 2022/2555 of the European Parliament and of the Council21. The results of the Union level coordinated security risk assessments shall be taken into account, including those of critical supply chains carried out in accordance with Article 22(1) of Directive (EU) 2022/2555 which take into account both technical and non-technical risk factors, such as undue influence by a third country on suppliers;

_________________

_________________

20 Directive (EU) 2022/2557 of the European Parliament and of the Council of 14 December 2022 on the resilience of critical entities and repealing Council Directive 2008/114/EC (OJ L 333, 27.12.2022, p. 164–198, ELI: http://data.europa.eu/eli/dir/2022/2557/oj).

20 Directive (EU) 2022/2557 of the European Parliament and of the Council of 14 December 2022 on the resilience of critical entities and repealing Council Directive 2008/114/EC (OJ L 333, 27.12.2022, p. 164–198, ELI: http://data.europa.eu/eli/dir/2022/2557/oj).

21 Directive (EU) 2022/2555 of the European Parliament and of the Council of 14 December 2022 on measures for a high common level of cybersecurity across the Union, amending Regulation (EU) No 910/2014 and Directive (EU) 2018/1972, and repealing Directive (EU) 2016/1148 (OJ L 333, 27.12.2022, p. 80–152, ELI: http://data.europa.eu/eli/dir/2022/2555/oj).

21 Directive (EU) 2022/2555 of the European Parliament and of the Council of 14 December 2022 on measures for a high common level of cybersecurity across the Union, amending Regulation (EU) No 910/2014 and Directive (EU) 2018/1972, and repealing Directive (EU) 2016/1148 (OJ L 333, 27.12.2022, p. 80–152, ELI: http://data.europa.eu/eli/dir/2022/2555/oj).

Amendment 63

Proposal for a regulation

Article 13 – paragraph 3 – point c

Text proposed by the Commission

Amendment

(c) the continuity of supply of critical inputs;

(c) the continuity of supply of critical inputs and the resilience of supply chains, taking into consideration the risk assessments provided for in Article 24 of Regulation (EU) 2024/1252;

Amendment 64

Proposal for a regulation

Article 13 – paragraph 3 – point d

Text proposed by the Commission

Amendment

(d) the protection of sensitive information, including personal data, in particular with regard to the ability of the foreign investor to access, control, and otherwise process such personal data, or

(d) the protection of sensitive information, including personal data and intellectual property, in particular with regard to the ability of the foreign investor to access, control, and otherwise process such sensitive information, or

Amendment 65

Proposal for a regulation

Article 13 – paragraph 4 – introductory part

Text proposed by the Commission

Amendment

4. When determining whether an investment is likely to negatively affect security or public order, the Member States or the Commission shall also take into account information related to the foreign investor, including:

4. When determining whether an investment is likely to negatively affect security or public order, based on, but not limited to, the case-law of the Court of Justice, the Member States or the Commission shall at least take into account information related to the foreign investor, including:

Amendment 66

Proposal for a regulation

Article 13 – paragraph 4 – point a

Text proposed by the Commission

Amendment

(a) whether the foreign investor, a natural person or entity controlling the foreign investor, the beneficial owner of the foreign investor, any of the subsidiaries of the foreign investor, or any other party owned or controlled by, or acting on behalf or at the direction of the foreign investor was involved in a foreign investment previously screened by a Member State and that was not authorised or was only authorised with conditions; to determine this, Member States and the Commission shall rely on information available to them, including the information contained in the secure database set up pursuant to Article 7(10);

(a) whether the foreign investor, a natural person or entity controlling the foreign investor, the beneficial owner of the foreign investor, any of the subsidiaries of the foreign investor, or any other party owned or controlled by, or acting on behalf or at the direction of the foreign investor was involved in a foreign investment previously screened by a Member State, or where available, by a third country with an established Foreign Direct Investment screening mechanism, with which the Union cooperates in investment screening matters, and that was not authorised or was only authorised with conditions; to determine this, Member States and the Commission shall rely on information available to them, including the information contained in the secure database set up pursuant to Article 7(10);

Amendment 67

Proposal for a regulation

Article 13 – paragraph 4 – point e

(e) whether the foreign investor, a natural person or entity controlling the foreign investor, the beneficial owner of the foreign investor, any of the subsidiaries of the foreign investor, or any other party owned or controlled by, or acting on behalf or at the direction of the foreign investor is likely to pursue a third country’s policy objectives, or facilitate the development of a third country’s military capabilities.

(e) whether the foreign investor, a natural person or entity controlling the foreign investor, the beneficial owner of the foreign investor, any of the subsidiaries of the foreign investor, or any other party owned or controlled by, or acting on behalf or at the direction of the foreign investor is likely to pursuenegatively aaffect thirdthe country’ssecurity interests or arestrictive thirdmeasures country'spursuant citizen’sto policyArticle objectives,215 orTFEU facilitateof the developmentUnion ofor aits thirdMember country’sStates, militaryor capabilities,facilitate orthe asymmetricallydevelopment strengthenof a third country’s position vis-à-vis a Member State, several Member States or the Union as amilitary whole.capabilities.

Or. en

Amendment 68

Amendment 10

Proposal for a regulation

Amendment

(ea) whether the existence of a geopolitical situation of particular importance for the security or public order of the Union has to be taken into account.

(ea) whether the foreign investor or any of its subsidiaries are established in a third country whose legislation allows arbitrary access to any kind of company operations or data, including commercially sensitive data, and can impose obligations for intelligence purposes without democratic checks and balances, oversight mechanisms, due process or the right to appeal to an independent court or tribunal;

Or. en

Amendment 69

Amendment 11

Proposal for a regulation

Article 1913 – paragraph 24 – pointsubparagraph e1 a (new)

Text proposed by the Commission

Amendment

(e) the emergence of a geopolitical situation of particular importance for security or public order of the Union.

The Commission, in cooperation with the FDI Expert Group, may carry out a coordinated risk assessment relating to a specific sector, critical technology or foreign investor and the level of control established by third countries, to inform screening decisions of the Member States; the coordinated risk assessment shall be added to the risk evaluation form provided for in paragraph 1, shared and made available in the secure database set up pursuant to Article 7(10), and shall be taken into account by Member States when determining whether an investment is likely to negatively affect security or public order.

(e) the emergence of a new geopolitical situation of particular importance for security or public order of the Union.

Amendment 70

Or. en

Proposal for a regulation

Article 21 – paragraph 1

Text proposed by the Commission

Amendment

1. The Commission is empowered to adopt implementing acts setting out the forms to be used to provide the information indicated in Article 10(1).

1. The Commission is empowered to adopt implementing acts setting out the forms to be used to provide the information indicated in Article 4(2)(ia), Article 10(1) and Article 13(1).

Amendment 71

Proposal for a regulation

Annex II – subheading 1

Text proposed by the Commission

Amendment

List of technologies, assets, facilities, equipment, networks, systems, services and economic activities of particular importance for the security or public order interests of the Union

List of items and entities of particular importance for the security or public order interests of the Union

Amendment 72

Proposal for a regulation

Annex II – point 2 a (new)

Text proposed by the Commission

Amendment

2a. Union, national, state, and local government election-related infrastructure

Amendment 73

Proposal for a regulation

Annex II – point 2 b (new)

Text proposed by the Commission

Amendment

2b. Media services as defined in Article 2, point (1), of Regulation (EU) 2024/1083 of the European Parliament and of the Council1a

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1a Regulation (EU) 2024/1083 of the European Parliament and of the Council of 11 April 2024 establishing a common framework for media services in the internal market and amending Directive 2010/13/EU (European Media Freedom Act) (OJ L, 2024/1083, 17.4.2024, ELI: http://data.europa.eu/eli/reg/2024/1083/oj).

Amendment 74

Proposal for a regulation

Annex II – point 3 – point h – indent 3

Text proposed by the Commission

Amendment

– Net-zero technologies, including photovoltaics

– Net-zero technologies, including large-scale photovoltaic and solar thermal infrastructure, as well as onshore and offshore renewable energy technologies, and perovskite solar cells

Amendment 75

Proposal for a regulation

Annex II – point 3 – point h – indent 4

Text proposed by the Commission

Amendment

– Smart grids and energy storage, batteries

– Energy grids, smart grids and energy storage, batteries

Amendment 76

Proposal for a regulation

Annex II – point 3 – point j a (new)

Text proposed by the Commission

Amendment

ja. Critical raw materials and supply chains:

- extraction and refining of critical raw materials, including lithium, rare earth elements, cobalt, and nickel

- recycling and recovery technologies for critical raw materials, particularly from batteries and electronic waste

- strategic stockpiling and storage facilities for critical raw materials

- supply chain infrastructure for the secure transport and distribution of critical raw materials

- research and development into material substitution, processing innovations, and advanced recycling methods

ANNEX: ENTITIES OR PERSONS FROM WHOM THE RAPPORTEUR HAS RECEIVED INPUT

The Chair in his capacity as rapporteur for opinion, acting after the vote in ITRE on 19 February 2025 and the subsequent withdrawal of the previous rapporteur, declares under his exclusive responsibility that he did not receive input from any entity or person to be mentioned in this Annex pursuant to Article 8 of Annex I to the Rules of Procedure.

PROCEDURE – COMMITTEE ASKED FOR OPINION

Title

The screening of foreign investments in the Union and repealing Regulation (EU) 2019/452 of the European Parliament and of the Council

References

COM(2024)0023 – C9-0011/2024 – 2024/0017(COD)

Committee(s) responsible

INTA

Opinion by

Date announced in plenary

ITRE

25.4.2024

Rapporteur for the opinion

Date appointed

Borys Budka

20.2.2025

Previous rapporteur for opinion

Pascale Piera

Discussed in committee

21.11.2024

Date adopted

19.2.2025

Result of final vote

+:

–:

0:

54

21

6

Members present for the final vote

Oihane Agirregoitia Martínez, Wouter Beke, Hildegard Bentele, Tom Berendsen, Paolo Borchia, Markus Buchheit, João Cotrim De Figueiredo, Giovanni Crosetto, Raúl de la Hoz Quintano, Pilar del Castillo Vera, Elena Donazzan, Sofie Eriksson, Jan Farský, Sigrid Friis, Lina Gálvez, Alexandra Geese, Jens Geier, Nicolás González Casares, Giorgio Gori, Bart Groothuis, Christophe Grudler, Elisabetta Gualmini, Niels Flemming Hansen, Eero Heinäluoma, Ivars Ijabs, Fernand Kartheiser, Seán Kelly, Rudi Kennes, Michał Kobosko, Ondřej Krutílek, Eszter Lakos, Morten Løkkegaard, Sara Matthieu, Eva Maydell, Marina Mesure, Jana Nagyová, Dan Nica, Angelika Niebler, Ville Niinistö, Mirosława Nykiel, Daniel Obajtek, Thomas Pellerin-Carlin, Tsvetelina Penkova, Pascale Piera, Virgil-Daniel Popescu, Jüri Ratas, Aura Salla, Elena Sancho Murillo, Paulius Saudargas, Benedetta Scuderi, Anthony Smith, Nicolae Ştefănuță, Anna Stürgkh, Beata Szydło, Dario Tamburrano, Bruno Tobback, Matej Tonin, Yvan Verougstraete, Mariateresa Vivaldini, Andrea Wechsler, Angelika Winzig, Nicola Zingaretti

Substitutes present for the final vote

Christophe Bay, Carlo Ciccioli, Krzysztof Hetman, Radan Kanev, Marion Maréchal, Dario Nardella, João Oliveira, René Repasi, Virginijus Sinkevičius, Zala Tomašič, Francesco Torselli

Members under Rule 216(7) present for the final vote

Arno Bausemer, Marie-Luce Brasier-Clain, Valérie Deloge, Angéline Furet, Catherine Griset, Pär Holmgren, Milan Mazurek, Malika Sorel

FINAL VOTE BY ROLL CALL IN COMMITTEE ASKED FOR OPINION

Key to symbols: