Last week, the Committee on Foreign Investment in the United States (CFIUS) issued two long-awaited notices of proposed rulemaking (NPRMs) to implement the overhaul of its governing statute, the Foreign Investment Risk Review Modernization Act (FIRRMA). This statute made important changes to the way CFIUS conducts national security reviews of mergers and acquisitions and other transactions involving non-U.S. investors. FIRRMA expanded CFIUS’s authority to review certain substantial investments in businesses dealing with critical technologies, critical infrastructure, and sensitive personal data of U.S. citizens, and also gives CFIUS the authority to review certain real estate investments based on proximity to airports, maritime ports, military installations and other sensitive U.S. government properties. FIRRMA also contains other provisions that have attracted less commentary but are important to the day-to-day functioning of CFIUS and the advice that CFIUS practitioners give to their clients.
With the newly issued NPRMs, CFIUS now has indicated how it intends to implement FIRRMA.