Sittings · Document

OPINION (COM(2024)0023 – C90011/2024 – 2024/0017(COD)) 2025-02-24

On the proposal for a regulation of the European Parliament and of the Council on the screening of foreign investments in the Union and repealing Regulation (EU) 2019/452 of the European Parliament and of the Council

Committee on the Internal Market and Consumer Protection · Rapporteur: Svenja Hahn

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SHORT JUSTIFICATION

The Rapporteur welcomes the revision of the Foreign Direct Investment Regulation, and finds that the Commission proposal adequately addresses some of the main shortcomings of the current regulation. However, some further clarity and harmonisation is needed in order to streamline some processes across Member States and thereby enhancing the Internal Market perspective, while also ensuring that the revised regulation will not have an unduly negative effect on foreign investment, which is crucial for the competitiveness of the Union.

The proposed amendments improve clarity, consistency, and transparency in the process of screening foreign direct investment. The amendments aim to reduce the legal uncertainty for foreign investors, thereby supporting a competitive internal market, while safeguarding the security and public order interests of the Union. They align with the regulation's goals of creating a predictable investment environment and ensuring harmonized practices across Member States for the screening of incoming foreign investment.

By establishing clearer screening criteria and standardizing timelines, these amendments address areas where ambiguity and discretionary powers could lead to inconsistent applications, potentially deterring desirable foreign investment. This approach also balances Member State sovereignty with EU-wide cohesion, reducing regulatory fragmentation, strengthening investor confidence, and protecting critical sectors and assets integral to the Union's security and public order interests.

Key suggestions:

The amendments introduce several key suggestions:

 Standardized, more detailed procedures and timelines across Member States

 Enhanced transparency requirements for both Commission opinions and Member State decisions

 Mandatory notification of investments and Commission opinion in cases of opaque or unclear ownership structure

 Clear criteria for assessing state influence and control

 Streamlined appeal mechanisms

 Comprehensive information requirements

Impacts on European Commission and Member States

These amendments affect both the European Commission and the Member States. The Commission's role is strengthened regarding investments where the ownership structure is opaque or unclear, and the ultimate beneficial owner is unknown. Member States, meanwhile, will benefit from standardized criteria and timelines, streamlined appeals, and enhanced coordination with the Commission, supporting consistent application of incoming foreign investment screening practices across the EU while protecting the Union's security and public order interests.

AMENDMENTS

The Committee on the Internal Market and Consumer Protection submits the following to the Committee on International Trade, as the committee responsible:

Amendment 1

Proposal for a regulation

Recital 7

Text proposed by the Commission

Amendment

(7) Certain investments not covered by Regulation (EU) 2019/452 could create risks for the Union’s security and public order. In particular, this concerns certain investments carried out in Member States that do not have a screening mechanism; investments carried out in Member States that have a screening mechanism whose scope does not include certain sensitive investments; and investments that are made by foreign investors through a subsidiary established in the Union and that potentially present the same risks to security or public order as direct investments made from third countries.

(7) Certain investments not covered by Regulation (EU) 2019/452 could create risks for the Union’s security, public order or the protection of the essential interests of the Member States and the Union. In particular, this concerns certain investments carried out in Member States that do not have a screening mechanism; investments carried out in Member States that have a screening mechanism whose scope does not include certain sensitive investments; and investments that are made by foreign investors through a subsidiary established in the Union and that potentially present the same risks to security or public order as direct investments made from third countries.

Amendment 2

Proposal for a regulation

Recital 8

Text proposed by the Commission

Amendment

(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.

Amendment 3

Proposal for a regulation

Recital 9

Text proposed by the Commission

Amendment

(9) To ensure a consistent approach to foreign investment screening across the Union, all Member States should be required to screen foreign investments on the grounds of security or public order. Therefore, the core elements of national screening mechanisms should be harmonised. That minimum harmonisation includes the scope of investments to be screened, the screening procedure’s essential features, and the interaction between the national mechanism and the Union cooperation mechanism. In addition, Member States should also be able to extend the scope of their national screening mechanism to include other types of foreign investments, foreign investments in other sectors, additional Union targets or economic activities that the relevant Member State considers critical for its security or public order. When they do so, such screening should also comply with the provisions of this Regulation.

(9) To ensure a consistent approach to foreign investment screening across the Union, all Member States should be required to screen foreign investments on the grounds of security, public order or the protection of the essential interests of the Member States and the Union. Therefore, the core elements of national screening mechanisms should be harmonised. That minimum harmonisation includes the scope of investments to be screened, the screening procedure’s essential features, and the interaction between the national mechanism and the Union cooperation mechanism including consistency in the timelines for screenings. In addition, Member States should also be able to extend the scope of their national screening mechanism to include other types of foreign investments, foreign investments in other sectors, additional Union targets or economic activities that the relevant Member State considers critical for its security or public order. When they do so, such screening should also comply with the provisions of this Regulation.

Amendment 4

Proposal for a regulation

Recital 12

Text proposed by the Commission

Amendment

(12) Screening foreign investments should be carried out in accordance with this Regulation, taking into account all factual information available and adhering to the principle of proportionality and other principles enshrined in the Treaties. Moreover, the screening of foreign investments which are carried out through subsidiaries of the foreign investor established in the Union should in all cases comply with the requirements stemming from Union law, and in particular with the Treaty provisions on freedom of establishment and free movement of capital, as interpreted in the case-law of the Court of Justice of the European Union, consistently with the objective of preserving an open and inclusive internal market. Any restrictions to the freedom of establishment and free movement of capital in the Union, including the screening and measures arising from screening, such as mitigating measures and prohibitions should be based on a genuine and sufficiently serious threat to a fundamental interest of society, and should be appropriate and necessary as set out in the case law of the Court of Justice. At the same time, when assessing the justification and proportionality of a restriction, the specificities of investments within the Union operated through a subsidiary of a foreign investor may be taken into account when assessing any restrictions on freedom of establishment or to the free movement of capital, including where appropriate in any Commission opinion adopted pursuant to this Regulation. This should be done taking into account the integration of Member State schemes into a Union-wide cooperation mechanism.

(12) Screening foreign investments should be carried out in accordance with this Regulation, taking into account all factual information available and adhering to the principle of proportionality and other principles enshrined in the Treaties. Member States should ensure that their screening mechanisms limit administrative burdens and delays for foreign investors, for example by creating simplified procedures and reduced review timelines for investments without particular economic significance. Moreover, the screening of foreign investments which are carried out through subsidiaries of the foreign investor established in the Union should in all cases comply with the requirements stemming from Union law, and in particular with the Treaty provisions on freedom of establishment and free movement of capital, as interpreted in the case-law of the Court of Justice of the European Union, consistently with the objective of preserving an open and inclusive internal market. Any restrictions to the freedom of establishment and free movement of capital in the Union, including the screening and measures arising from screening, such as mitigating measures and prohibitions should be based on a genuine and sufficiently serious threat to a fundamental interest of society, and should be appropriate and necessary as set out in the case law of the Court of Justice. At the same time, when assessing the justification and proportionality of a restriction, the specificities of investments within the Union operated through a subsidiary of a foreign investor may be taken into account when assessing any restrictions on freedom of establishment or to the free movement of capital, including where appropriate in any Commission opinion adopted pursuant to this Regulation. This should be done taking into account the integration of Member State schemes into a Union-wide cooperation mechanism.

Amendment 5

Proposal for a regulation

Recital 14

Text proposed by the Commission

Amendment

(14) It is also necessary to make the Member State where the foreign investment is planned or completed more accountable to the Commission and to those Member States that express duly justified concerns for their public order or security or the Union’s.

(14) It is also necessary to make the Member State where the foreign investment is planned or completed more accountable, transparent and responsive to the Commission and to those Member States that express duly justified concerns for their public order or security or the Union’s.

Amendment 6

Proposal for a regulation

Recital 15

Text proposed by the Commission

Amendment

(15) The common framework set out in this Regulation should be without prejudice to the sole responsibility of Member States to safeguard their national security as provided for in Article 4(2) TEU. It should also be without prejudice to the protection of their essential security interests in accordance with Article 346 TFEU. The final decision on foreign investments should always remain the sole responsibility of the Member State where the foreign investment is planned or completed.

Amendment 7

Proposal for a regulation

Recital 18

Text proposed by the Commission

Amendment

(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.

(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 through a standardised appeal mechanism. 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, cause minimal administrative burden while avoiding undue delays for the applicants and should not discriminate between third countries.

Amendment 8

Proposal for a regulation

Recital 18 a (new)

Text proposed by the Commission

Amendment

(18 a) To ensure procedural predictability and consistency with transaction approval processes that often occur simultaneously to foreign investment screenings, Member States should specify and adhere to clear and reasonable review timelines.

Amendment 9

Proposal for a regulation

Recital 21

Text proposed by the Commission

Amendment

(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 appropriate 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.

(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 appropriate 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. Cases of opaque or unclear ownership structures, such as where the ultimate beneficiary is unknown, should be included as such a condition. 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.

Amendment 10

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, which are vital for the proper functioning of Union economies and societies and for ensuring Union strategic autonomy. Member States and the Commission should discuss the risk analysis and the possible ways to address the risks identified in the opinion.

Amendment 11

Proposal for a regulation

Recital 25 a (new)

Text proposed by the Commission

Amendment

(25 a) To ensure transparency and predictability, opinions by the Commission should be based on specific and documented risks and should follow set issuance criteria, including documented security risks or cross-border concerns.

Amendment 12

Proposal for a regulation

Recital 26 a (new)

Text proposed by the Commission

Amendment

(26 a) To avoid unnecessarily prolonged periods of uncertainty for investors and Union stakeholders, it is important to urge national screening authorities to finalize their screening procedures and decisions within the deadlines set out in this Regulation which, with prolongations, should not exceed 180 days from receiving the request for authorisation for foreign investments.

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 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. In order to ensure the highest level of harmonisation, screening deadlines at national level should be aligned with the timelines of the cooperation mechanism. 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.

Amendment 14

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, functioning and resilience of critical infrastructure and of the internal market, 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. Supply chain and other strategic dependencies, as well as macro-economic stability, should also be considered. 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. Specific criteria for assessing foreign government influence and control on foreign investors should be set out, in order to ensure consistent evaluation across Member States. 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.

Amendment 15

Proposal for a regulation

Recital 36 a (new)

Text proposed by the Commission

Amendment

(36 a) When the foreign investment does not comply with the mitigating measures provided in a screening decision, the Member State may, without prejudice to other administrative, financial, or criminal provisions provided for by its national law, withdraw the authorisation granted to a foreign investment or adopt additional mitigating measures.

Amendment 16

Proposal for a regulation

Recital 37

Text proposed by the Commission

Amendment

(37) To support the implementation of the cooperation mechanism and to foster the exchange of good practices among Member States, the expert group on the screening of foreign investments set up pursuant to Regulation (EU) 2019/452 should be maintained.

Amendment 17

Proposal for a regulation

Recital 38 a (new)

Text proposed by the Commission

Amendment

(38 a) In order to enhance the transparency and facilitate the process for investors, Member States should maintain publicly accessible resources including detailed guidance on screening procedures and timelines, sector-specific risk assessment frameworks as well as templates and documentation requirements. The Commission should maintain a central portal providing consolidated guidance on Union-level requirements, links to Member State screening authorities and to the annual report referred to in this Regulation.

Amendment 18

Proposal for a regulation

Recital 44

Text proposed by the Commission

Amendment

(44) The Commission should evaluate the functioning and effectiveness of this Regulation 5 years after the date of application of this Regulation and every 5 years after that and present a report to the European Parliament and to the Council. That report should assess the impact of this Regulation on the volume and patterns of foreign investments in the Union, including a comparison with other relevant economies. That report should also focus on the adequacy of the list of projects, programmes and the list of technologies in the Annexes of this Regulation. That report should furthermore include an assessment of whether or not this Regulation should be amended. Where the report proposes amending this Regulation, it may be accompanied by a legislative proposal.

Amendment 19

Proposal for a regulation

Recital 50 a (new)

Text proposed by the Commission

Amendment

(50 a) To support the effective and consistent implementation of this Regulation, the Commission should publish guidelines to clarify key concepts and procedures related to investment screening, and to outline steps for initiating own-initiative screenings based on substantial evidence of serious risks. By incorporating best practices, streamlining procedures, and ensuring the protection of confidential information, the guidelines will enhance transparency, reduce administrative burdens, and ensure legal certainty for stakeholders. Regular updates will reflect evolving investment landscapes and regulatory needs.

Amendment 20

Proposal for a regulation

Article 1 – paragraph 1

Text proposed by the Commission

Amendment

1. This Regulation establishes a Union framework for the screening, by Member States, of foreign investments in their territory, on the grounds of security or public order.

1. This Regulation establishes a Union framework for the screening, by Member States, of foreign investments in their territory, on the grounds of security or public order to protect the essential interests of the Member States and the Union, while ensuring the Union remains an open and attractive destination for investment.

Amendment 21

Proposal for a regulation

Article 1 – paragraph 5 a (new)

Text proposed by the Commission

Amendment

5 a. Member States and the Commission shall ensure that any measures adopted under this Regulation are proportionate, evidence-based, and do not create unnecessary barriers to legitimate investments.

Amendment 22

Proposal for a regulation

Article 2 – paragraph 1 – point 7 a (new)

Text proposed by the Commission

Amendment

(7 a) ‘beneficial owner’ means any natural person who ultimately owns or controls a legal entity or a similar legal arrangement;

Amendment 23

Proposal for a regulation

Article 2 – paragraph 1 – point 7 b (new)

Text proposed by the Commission

Amendment

(7 b) ‘opaque ownership structure’ refers to cases where the ultimate beneficial owner is obscured, for example by layers of indirect ownership such as multilevel indirect shareholding;

Amendment 24

Proposal for a regulation

Article 2 – paragraph 1 – point 23 a (new)

Text proposed by the Commission

Amendment

(23 a) ‘critical infrastructure’ means an asset, a facility, equipment, a network or a system, or a part of an asset, a facility, equipment, a network or a system, which is necessary for the provision of an essential service;

Amendment 25

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 procedures and means 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.

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 falling under the scope of the respective Member State’s screening mechanism by its own initiative within 15 months of the completion of a foreign investment that is not subject to an authorisation requirement where there is substantial evidence indicating that the foreign investment may affect security or public order. Retrospective screening of completed foreign investments shall be limited to cases in which new threats to public security or order emerge post-investment or cases where it is demonstrated that the foreign investor has provided false, misleading or incomplete information, and specific criteria for identifying such qualifying threats shall be defined in the implementing regulations;

Amendment 27

Proposal for a regulation

Article 4 – paragraph 2 – point d

Text proposed by the Commission

Amendment

(d) confidential information, including commercially sensitive information, made available to the Member State carrying out the screening shall be protected;

(d) confidential information, including commercially sensitive information, made available to the Member State carrying out the screening shall be protected; the Member State carrying out the screening shall give concerned undertakings the opportunity to indicate which information made available they consider to be confidential;

Amendment 28

Proposal for a regulation

Article 4 – paragraph 2 – point e

Text proposed by the Commission

Amendment

(e) foreign investors, foreign investors’ subsidiaries in the Union through which the foreign investment is carried out and undertakings concerned by a screening decision shall have the possibility to seek judicial recourse against that screening decision; Member States shall implement a standardised appeal mechanism accessible to investors, with appeals to be resolved within 60 days in order to ensure procedural fairness and the Commission shall oversee the consistency in the handling of appeals across Member States;

Amendment 29

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, criteria used to assess whether an investment is likely to negatively affect security or public order 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;

Amendment 30

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; the screening authority shall limit administrative burdens and undue delays for the applicant requesting authorisation;

Amendment 31

Proposal for a regulation

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

Text proposed by the Commission

Amendment

(i a) adequate procedures to identify the beneficial owners of the investment screened in accordance with Regulation (EU) 2024/1624 of the European Parliament and of the Council shall be established.

Amendment 32

Proposal for a regulation

Article 4 – paragraph 3

Text proposed by the Commission

Amendment

3. Before taking a decision to authorise a foreign investment subject to mitigating measures or to prohibit a foreign investment, Member States shall inform the applicant requesting an authorisation and state the reasons on which they intend to take their decision, subject to the protection of information the disclosure of which would be contrary to the security or public order interests of the EU or one or more of the Member States and without prejudice to Union and national law concerning the protection of confidential information. Member States shall give the foreign investor the opportunity to make their views known before taking such decision.

Amendment 33

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.

(b) design, develops or produces items or operates an entity of a type listed in Annex II.

Amendment 34

Proposal for a regulation

Article 4 – paragraph 4 a (new)

Text proposed by the Commission

Amendment

4 a. Member States shall ensure that the procedures for determining jurisdiction over a foreign investment filed for authorisation, carrying out an initial review, and conducting, where necessary, an in-depth investigation, shall be completed within a maximum period of 90 days from the date of the filing of the request for authorisation. The screening authority shall finalize its decision within 180 days of receiving the request for authorisation for foreign investments

Member States shall:

(a) align screening deadlines at national level with the Union cooperation mechanism timelines set out in Article 8, providing for:

(i) a period to determine whether it has jurisdiction over a foreign investment and to carry out an initial review not exceeding 30 days from notification;

(ii) where necessary, an in-depth investigation period not exceeding 60 additional days; and

(iii) clear criteria to exceptionally extend these deadlines, without exceeding the overall deadline of 180 days from the notification;

(b) implement standardised procedural milestones including:

(i) formal acknowledgment of complete notification within 5 days;

(ii) clear triggers for moving from initial review to in-depth investigation;

(iii) structured communication points with applicants throughout the process; and

(iv) annual standardised reporting on average processing times and deviations from standard timelines.

Amendment 35

Proposal for a regulation

Article 5 – paragraph 1 – point b – point i a (new)

Text proposed by the Commission

Amendment

(i a) the ownership structure is opaque or unclear, in which case the investment shall be notified as a precaution;

Amendment 36

Proposal for a regulation

Article 7 – paragraph 2 – subparagraph 2

Text proposed by the Commission

Amendment

The Commission may issue an opinion regardless of whether Member States have issued comments.

The Commission may issue an opinion regardless of whether Member States have issued comments. In cases where the investment has been notified pursuant to Article 5(2) due to the ownership structure being opaque or unclear, the Commission shall issue an opinion.

In order to ensure transparency and predictability, opinions of the Commission shall be based on specific and documented risks and shall follow set issuance criteria, including documented security risks or cross-border concerns.

Amendment 37

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 the right to open the procedure set out in paragraph 1 up to 15 months after the foreign investment has been completed, provided the respective foreign investment has not been notified to the cooperation mechanism in the meantime.

Amendment 38

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 the right to open the procedure set out in paragraph 3 up to 15 months, after the foreign investment has been completed, provided the respective foreign investment has not been notified to the cooperation mechanism in the meantime.

Amendment 39

Proposal for a regulation

Article 9 a (new)

Text proposed by the Commission

Amendment

Article 9a

New Investigations by the Commission

1. The Commission may initiate an investigation at the request of at least three Member States, within 15 months of the completion of a foreign investment that is not subject to an authorisation requirement, provided that the following conditions are met:

(a) there are reasonable grounds to suspect that a foreign investment may affect the security or public order of more than one Member State;

(b) the investment relates to Union projects or programmes listed in Annex I of this Regulation; and

2. For new investigations initiated by the Commission under paragraph 1, the screening deadlines and procedural milestones set out in Article 4(4a) shall apply.

3. The Commission shall have the right to:

(a) request information from the Member States concerned, investors and other relevant parties;

(b) carry out inspections in the territories of the Member States where the investment is made;

4. For the purposes of this Article, the Commission shall cooperate with national regulatory authorities and other competent authorities.

5. Any request for information shall be duly justified, limited to the information necessary for the Commission to issue an opinion, and proportionate to the purpose of the request.

6. Member States shall, upon request by the Commission, provide all information requested without undue delay and provide full assistance to the investigation.

7. The Commission shall issue a report to state the results of the investigation and adopt recommendations to the Member States concerned.

8. Confidential information obtained in the course of the investigation shall be protected and shall not be disclosed to third parties without appropriate authorisation.

Amendment 40

Proposal for a regulation

Article 10 – paragraph 1 – introductory part

Text proposed by the Commission

Amendment

1. Member States shall ensure that information provided in the notification referred to in Article 5 and to the request of information referred to in 9(5) include:

1. Member States shall ensure that information provided in the notification referred to in Article 5 and to the request of information referred to in 9(5) include at least:

Amendment 41

Proposal for a regulation

Article 10 – paragraph 1 – point b a (new)

Text proposed by the Commission

Amendment

(b a) risk assessment documentation relating to the investment, to be used to address potential security and public order implications and to propose risk mitigation measures; the risk assessment shall include:

(i) supply chain dependencies;

(ii) market position analysis; and

(iii) third-country dependency evaluation.

Amendment 42

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 particularly related to projects and programmes defined in Annex I and areas listed in Annex II, the ownership structure of the Union target and, where applicable, of the corporate group to which the Union target is a part;

Amendment 43

Proposal for a regulation

Article 10 – paragraph 4

Text proposed by the Commission

Amendment

4. Where necessary, the Member State where the foreign investment is planned or has been completed may request the applicant requesting an authorisation or any other relevant undertaking to provide the information referred to in paragraphs 1 and 3. The request for information may concern information necessary for the Member State to determine if any of the conditions set out in Article 5(1) are met. The undertaking concerned shall provide the requested information to the Member State where the foreign investment is planned or has been completed within 15 calendar days of the request. Any request for information pursuant to this paragraph shall be duly justified, limited to the information necessary for the Member State where the foreign investment is planned or has been completed to determine whether that foreign investment is likely to negatively affect security or public order.

Amendment 44

Proposal for a regulation

Article 13 – paragraph 3 – point a a (new)

Text proposed by the Commission

Amendment

(a a) the security, integrity, functioning and resilience of the internal market;

Amendment 45

Proposal for a regulation

Article 13 – paragraph 3 – point a b (new)

Text proposed by the Commission

Amendment

(a b) the protection and continuity of Services of General Interest and Services of General Economic Interest;

Amendment 46

Proposal for a regulation

Article 13 – paragraph 3 – point b

Text proposed by the Commission

Amendment

(b) the availability of critical technologies;

(b) the availability and uptake of critical technologies, technology security and technology leakage;

Amendment 47

Proposal for a regulation

Article 13 – paragraph 3 – point c

Text proposed by the Commission

Amendment

Amendment 48

Proposal for a regulation

Article 13 – paragraph 3 – point c a (new)

Text proposed by the Commission

Amendment

(c a) the Union's strategic autonomy and its strategic dependencies;

Amendment 49

Proposal for a regulation

Article 13 – paragraph 3 – point e

Text proposed by the Commission

Amendment

(e) the freedom and pluralism of the media, including online platforms that can be used for large scale disinformation or criminal activities.

(e) the freedom and pluralism of the media, including online and social media platforms that can be used for large scale disinformation or criminal activities.

Amendment 50

Proposal for a regulation

Article 13 – paragraph 4 a (new)

Text proposed by the Commission

Amendment

4 a. When assessing control or influence by a third-country government over an investor, Member States shall consider the following:

(a) direct or indirect ownership thresholds, with heightened scrutiny in cases where:

(i) the third-country government’s ownership or control exceeds 25% of shares or voting rights; or

(ii) the third-country government has special veto powers or other governance rights, irrespective of ownership level.

(b) the nature and extent of third-country government funding, including:

(i) direct capital contributions;

(ii) preferential financing arrangements; and

(iii) state guarantees or subsidies.

(i) rights to board representation;

(ii) special rights to appoint management; and

(iii) rights to access information.

Amendment 51

Proposal for a regulation

Article 14 – paragraph 1 – subparagraph 2

Text proposed by the Commission

Amendment

The screening decision shall comply with the principle of proportionality and take into consideration all circumstances of the foreign investment.

The screening decision shall comply with the principle of proportionality, be based on a genuine and sufficiently serious threat to security or public order and take into consideration all circumstances of the foreign investment

Amendment 52

Proposal for a regulation

Article 14 – paragraph 2 a (new)

Text proposed by the Commission

Amendment

2 a. When the Member State in which the foreign investment is planned or completed decides to withdraw an investment authorisation that has not complied with the mitigating measures, or to adopt additional measures aimed at enforcing the specified mitigating measures in accordance with this paragraph, it shall notify the Member States that submitted observations on this foreign investment within a reasonable timeframe.

Amendment 53

Proposal for a regulation

Article 16 a (new)

Text proposed by the Commission

Amendment

Article 16a

Public Transparency Requirements

1. Member States shall maintain publicly accessible resources including:

a) detailed guidance on screening procedures and timelines referred to in Article 4(4a);

b) sector-specific risk assessment frameworks;

c) templates and documentation requirements.

2. The Commission shall maintain a central portal providing:

a) consolidated guidance on Union-level requirements;

b) links to Member State screening authorities;

c) the annual report referred to in Article 16(2);

Amendment 54

Proposal for a regulation

Article 18 – paragraph 1 a (new)

Text proposed by the Commission

Amendment

1 a. The evaluation shall at least:

a) Analyse impacts on the foreign direct investments in the Union, including the analysis of countries’ structure and trends;

b) Measure the number and value of foreign investments before and after the implementation of this Regulation;

c) Assess the average time taken for screening decisions and the percentage of cases processed within the stipulated deadlines;

d) Analyse the compliance costs of companies, and their comparison with the impact assessment;

e) Review costs and benefits and their comparison with the impact assessment, and the analysis of the deviations;

f) Evaluate how many security threats or risks were identified and mitigated through the screening mechanism;

g) Analyse feedback from businesses regarding the administrative burden, transparency, and predictability of the screening process;

h) Track the percentage of low-risk investments that underwent screening and recommend adjustments to reduce unnecessary scrutiny;

i) Analyse the retaliatory measures in third countries and, if applicable their impact on the consumer and internal market;

j) Measure the number of disputes resolved and the average resolution time to ensure swift outcomes.

1 b The Commission shall gather information for this report using information from relevant and reliable sources such as Unioninstitutions, national competent authorities, and internationally recognised bodies and organisations.

Amendment 55

Proposal for a regulation

Article 19 – paragraph 1

Text proposed by the Commission

Amendment

1. The Commission is empowered to adopt delegated acts in accordance with Article 20 for the purposes of amending, where necessary, the list of projects or programmes of Union interest set out in Annex I to take account of the adoption and amendment of Union law relating to projects or programmes of Union interest relevant to security or public order. The Commission shall adopt a delegated act to update Annex I before the entry into force of the 2028-2034 Multiannual Financial Framework to adequately reflect any changes in the projects and programmes of Union Interest.

Amendment 56

Proposal for a regulation

Article 20 – paragraph 2

Text proposed by the Commission

Amendment

2. The power to adopt delegated acts shall be conferred on the Commission for an indeterminate period of time from [date of entry into force of the basic legislative act].

2. The power to adopt delegated acts referred to in Article 19 shall be conferred on the Commission for a period of 5 years from [date of entry into force of the basic legislative act]. The Commission shall draw up a report in respect of the delegation of power not later than 9 months before the end of the five-year period. The delegation of power shall be tacitly extended for periods of an identical duration unless the European Parliament or the Council opposes such extension not later than 3 months before the end of each period.

Amendment 57

Proposal for a regulation

Article 20 – paragraph 6 a (new)

Text proposed by the Commission

Amendment

6 a. The Commission shall report regularly to the European Parliament and the Council on its secondary legislative activity pursuant to Article 19.

Amendment 58

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. No later than six months before the date of application of this Regulation, the Commission shall adopt implementing acts setting out the forms to be used to provide the information indicated in Article 10(1).

Amendment 59

Proposal for a regulation

Article 22 a (new)

Text proposed by the Commission

Amendment

Article 22 a

Guidelines

1. No later than six months before the date of application of this Regulation, the Commission shall publish guidelines to provide clarity on the interpretation and implementation of “control” and “effective participation in the management by individuals or entities from a non-EU country” in the context of investment screening.

2. No later than six months before the date of application of this Regulation, the Commission shall publish guidelines to support the implementation of mandatory screening and notification procedures especially for start-ups and SMEs.

3. No later than six months before the date of application of this Regulation, the Commission shall publish additional guidelines on initiating own-initiative screening procedures stipulated in Article 4(2)(c). These guidelines shall detail the procedural steps for launching such screenings, including criteria for determining the appropriateness of such procedure and methods for analysing information to assess whether there is substantial evidence indicating that a foreign investment poses a serious risk to security or public order.

4. The guidelines stipulated in paragraphs 1, 2 and 3 shall include best practices for screening authorities to streamline procedures, avoid unnecessary mandatory notifications, and reduce delays and uncertainty for intra-EU and foreign investors, while ensuring the protection of confidential information.

5. The Commission shall ensure these guidelines are regularly updated to reflect changes in the investment landscape and maintain consistency with the principles of better regulation and legal certainty.

Amendment 60

Proposal for a regulation

Annex I – point 7 – paragraph 2

Text proposed by the Commission

Amendment

Regulation (EU) No 1315/2013 of the European Parliament and of the Council of 11 December 2013 on Union guidelines for the development of the trans-European transport network and repealing Decision No 661/2010/EU (OJ L 348, 20.12.2013, p. 1, ELI: http://data.europa.eu/eli/reg/2013/1315/oj).

Regulation (EU) 2024/1679 of the European Parliament and of the Council of 13 June 2024 on Union guidelines for the development of the trans-European transport network, amending Regulations (EU) 2021/1153 and (EU) No 913/2010 and repealing Regulation (EU) No 1315/2013.

Amendment 61

Proposal for a regulation

Annex I – point 20 a (new)

Text proposed by the Commission

Amendment

20 a. The European Defence Industry Programme (EDIP)

Regulation EU […] of the European Parliament and of the Council of […] implementing concrete measures identified in the European Defence Industrial Strategy (EDIS).

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

Pursuant to Article 8 of Annex I to the Rules of Procedure, the rapporteur for the opinion received input from the following entities or persons in the preparation of the opinion, prior to the adoption thereof in committee:

Entity and/or person

AEGIS Europe

American Chamber of Commerce to the European Union

Bundesverband der Deutschen Industrie e.V.

Deutsche Industrie- und Handelskammer

DIE FAMILIENUNTERNEHMER

EUROCHAMBRES – Association of European Chambers of Commerce and Industry

European Sea Ports Organisation

General Electric Company

IBM Corporation

Verband Deutscher Maschinen- und Anlagenbau e.V.

European Commission

Permanent Representation of the Federal Republic of Germany to the European Union

The list above is drawn up under the exclusive responsibility of the rapporteur for the opinion.

Where natural persons are identified in the list by their name, by their function or by both, the rapporteur for the opinion declares that she has submitted to the concerned natural persons the European Parliament's Data Protection Notice No 484 (https://www.europarl.europa.eu/data-protect/index.do), which sets out the conditions applicable to the processing of their personal data and the rights linked to that processing.

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

IMCO

25.4.2024

Rapporteur for the opinion

Date appointed

Svenja Hahn

18.9.2024

Discussed in committee

3.12.2024

27.1.2025

Date adopted

18.2.2025

Result of final vote

–:

Members present for the final vote

Peter Agius, Alex Agius Saliba, Pablo Arias Echeverría, Laura Ballarín Cereza, Arno Bausemer, Anna Cavazzini, Henrik Dahl, Dóra Dávid, Adnan Dibrani, Elisabeth Dieringer, Regina Doherty, Klara Dostalova, Kamila Gasiuk-Pihowicz, Hanna Gedin, Sandro Gozi, Maria Grapini, Elisabeth Grossmann, Maria Guzenina, Svenja Hahn, Anna-Maja Henriksson, Virginie Joron, Pierre Jouvet, Arba Kokalari, Katrin Langensiepen, Pierfrancesco Maran, Jorge Martín Frías, Nikola Minchev, Piotr Müller, Denis Nesci, Reinis Pozņaks, Christel Schaldemose, Andreas Schwab, Tomislav Sokol, Dimitris Tsiodras, Inese Vaidere, Kim Van Sparrentak, Marion Walsmann

Substitutes present for the final vote

Marc Angel, Saskia Bricmont, Dirk Gotink, Judita Laššáková, Gaetano Pedulla’, Anna Stürgkh, Ivaylo Valchev, Kosma Złotowski

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

Irmhild Boßdorf, Romana Jerković, Billy Kelleher

FINAL VOTE BY ROLL CALL BY THE COMMITTEE ASKED FOR OPINION

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