FOREIGN INVESTMENT REVIEW MATRIX

Country Relevant Laws Review Body Sectoral List Size Threshold Criteria used in Power of the
review review body
United States  Foreign Committee on Foreign No None Credible threat to This statutory
Investment Investments in the national security framework
and National United States (CFIUS) Submitting to CFIUS for a authorizes the
Security national security review is President of the
 Regulation Members of the review voluntary United States
pertaining to body: (through CFIUS) to
mergers, The Commission for review “any
acquisitions, Foreign Investment in merger,
and takeovers the United States acquisition, or
by foreign (CFIUS) is chaired by takeover ... by or
persons The Secretary of the with any foreign
Treasury. person which could
Members include the result in foreign
heads of the control of any
Departments of Justice, person engaged in
Homeland Security , interstate
Commerce, Defence, commerce in the
State, Energy, Office of United States.”
the U.S. Trade CFIUS’ role is to
Representative , Office evaluate whether
of Science and to what extent
&Technology Policy. such transactions
As observers: Office of could impact US
Management & national security. If
Budget; Council of a transaction could
Economic Advisors; pose a risk to US
National Security national security,
Council; National the President may
Economic Council. suspend or prohibit
Homeland Security the transaction, or
Council; The Director of impose conditions
National Intelligence on it.
and the Secretary of
Labor are non-voting,
1
FOREIGN INVESTMENT REVIEW MATRIX

Country Relevant Laws Review Body Sectoral List Size Threshold Criteria used in Power of the
review review body
ex-officio members of
CFIUS with roles as
defined by statute and
regulation.
Australia Foreign Foreign Investment No  For non- residential Contrary to national The Foreign
Acquisitions and Review Board, under land, real estate, trust interest Acquisitions and
Takeovers Act the National Treasurer Except in U.S- estate, and direct Takeovers Act gives
Australia Free Trade the Treasures the
investments by foreign
Members of the review Agreement power to prohibit
body: governments, there is an investment if it
Investment specialists no threshold. All is deemed contrary
from both public and investments in these to the national
private sector. The sectors must get interest. The
Foreign Investment approval, regardless of national interest,
Review Board (FIRB) of value. and what would be
the Australian Treasury contrary to it, is not
 For business
runs the procedure. defined in the Act.
The FIRB‟s Compliance acquisitions: Foreign Instead, the Act
Unit verifies persons must get confers upon the
information with other approval before Treasurer the
ministries. acquiring a substantial power to decide in
interest (at least 20 per each case whether
a particular
cent) in an Australian
investment would
entity that is valued be contrary to the
above $266 million, national interest.
unless the investor
comes from a country
that has a Free Trade
Agreement with
Australia (e.g the U.S,
Japan, Canada, etc.) or
if they are involved in
2
FOREIGN INVESTMENT REVIEW MATRIX

Country Relevant Laws Review Body Sectoral List Size Threshold Criteria used in Power of the
review review body
the Comprehensive and
Progressive Agreement
for Trans- Pacific
Partnership (TPP-11). In
this case, a $1,154
million threshold
applies to the
agreement country
investors, unless they
are investing in
sensitive business, in
which case the $266
million threshold
applies.
 Agribusiness: Foreign
persons must get
approval before
acquiring a direct
investment (generally
at least 10%, or the
ability to influence,
participate in r control)
in an agribusiness
where the value of the
investment is more
than $58 million
(regardless of the value
of the agribusiness)
 Media business: all

3
FOREIGN INVESTMENT REVIEW MATRIX

Country Relevant Laws Review Body Sectoral List Size Threshold Criteria used in Power of the
review review body
foreign persons ,
including agreement
country investors must
get approval to make
investments of at least
5 per cent in an
Australian media
business. Regardless of
the value of the
investment.
Canada Investment Industry Canada (for No No threshold for national An investment is The Minister of
Canada Act science and economic security reviews. reviewable if the Innovation, Science
development) and Industry Minister, and Economic
Canadian heritage (for In general, any acquisition after consultation Development (or
cultural transactions) by a “non- Canadian” of with the Minister of Minister of
control of a “Canadian Public Safety and Canadian Heritage
Members of the review business” is either Emergency for cultural
body: notifiable or reviewable Preparedness, transactions) will
The Investment Canada under the Investment considers that the only approve the
Act names 19 qualified Canada Act. investment could be acquisition of
investigative bodies or injurious to national control of a
classes of investigative security and the Canadian business
bodies: Departments of Governor in Council, if he or she is
Industry; of Canadian on the satisfied that the
Heritage; of Public recommendation of transaction is likely
Safety and Emergency the Minister, makes to be of net benefit
Preparedness; an order within the to Canada. The
Canadian Security prescribed period Investment Canada
Intelligence Service; for the review of the Act specifies the
the Royal Canadian investment. information that
Mounted Police; the minister shall
Canada Border Services take into account in
Agency; satisfying him or
Communications herself that the
4
FOREIGN INVESTMENT REVIEW MATRIX

Country Relevant Laws Review Body Sectoral List Size Threshold Criteria used in Power of the
review review body
Security Establishment; investment is likely
Departments of to be of net benefit
National Defense; of to Canada
National Defense; of
Foreign Affairs and
International Trade; of
Justice; of Natural
Resources; of
Transport; Canada
Revenue Agency; Privy
Council Office;
Department of Public
Works and
Government Services;
Public Health Agency of
Canada; Departments
of Health; of
Citizenship and
Immigration;
Department of
Finance; and all
provincial, regional and
municipal police forces.
Japan  Foreign Ministry of Finance and Yes In principle, 10 per cent and Impair national The Minister of
Exchange and other relevant over of shareholdings security, disturb the Finance and the
Foreign Trade Ministries responsible The Foreign maintenance of minister with
Act for respective sectors Exchange Act public order or jurisdiction over
 Cabinet Order requires prior filling hinder the the targeted
No. 261 of Members of the review for certain limited protection of public business have the
Ocotber 11, body: investments safety. power to order
1980 Minister of Economy, involving particular investors to
Trade and Industry + areas of business suspend or change
Ministry competent and particular the content of the
given the investment geographic areas or investment but
5
FOREIGN INVESTMENT REVIEW MATRIX

Country Relevant Laws Review Body Sectoral List Size Threshold Criteria used in Power of the
review review body
sector, upon advice countries. The only upon the
from the Council on business- related refusal by the
Customs, Tariff, restrictions are investor for the
Foreign Exchange and imposed on, among recommendation
other Transactions. others, investments made by the
on business related relevant ministers
to: to suspend or
 National change the content
Security of the investment.
 Public
infrastructure
 Public safety
 Domestic
industry (e.g
agriculture)
The area- related
restrictions are
imposed on, among
others, investments
concerning
countries with
which Japan has not
executed a treaty on
foreign direct
investments (e.g
Iran) and certain
activities involving
the Iranian
government,
entities, individuals,
or groups.

6
FOREIGN INVESTMENT REVIEW MATRIX

SOURCES:

 https://www.oecd.org/daf/inv/investment-policy/45425060.pdf

United States:

 https://globalcompetitionreview.com/insight/the-antitrust-review-of-the-americas-2019/1173803/united-states-cfius-review
 https://www.lw.com/thoughtLeadership/overview-CFIUS-process

Australia:

 https://www.aph.gov.au/About_Parliament/Parliamentary_Departments/Parliamentary_Library/pubs/BriefingBook44p/AustForeignInvest
 https://dfat.gov.au/trade/investment/Pages/australias-foreign-investment-policy.aspx

Japan:

 https://www.whitecase.com/publications/insight/national-security-reviews-2017-global-perspective-japan
 https://www.lexology.com/gtdt/tool/workareas/report/foreign-investment-review/chapter/japan

Canada:

 https://www.lexology.com/gtdt/tool/workareas/report/foreign-investment-review/chapter/canada
 https://www.nortonrosefulbright.com/en/knowledge/publications/df191cc3/2018-merger-review-thresholds-for-icompetition-acti-and-iinvestment-
canada-acti
 https://lop.parl.ca/staticfiles/PublicWebsite/Home/ResearchPublications/BackgroundPapers/PDF/2011-42-e.pdf