In recent weeks, the Committee on Foreign
Investment in the United States (CFIUS) has been mentioned in news stories
around the world, though some reporting missed the mark when discussing CFIUS’s
focus and legislative mandate.
CFIUS, which the Treasury Department chairs, plays an important role in the
United States’ longstanding open investment policy. Under this policy, we encourage foreign
investment in the United States from all countries and in all sectors of our
economy. Why? Because foreign investment is vital to job
creation, economic growth, and productivity.
As mandated by law, and in
furtherance of our open investment policy, CFIUS focuses exclusively on
protecting our national security. Learn
more about CFIUS below.
Get the Facts about CFIUS
WHAT is CFIUS?
The Committee on Foreign Investment in the United States (CFIUS) has only
one purpose: to review the potential national security effects of transactions
in which a foreign company obtains control of a U.S. company. CFIUS does not consider broader economic or
policy concerns when reviewing foreign investments.
WHO is CFIUS?
CFIUS is an inter-agency committee chaired by the Secretary of the Treasury.
The members of the committee include the heads of the Departments of State,
Defense, Justice, Commerce, Energy, and Homeland Security, as well as the heads
of the Office of the U.S. Trade Representative and the Office of Science and
The Director of the Office of Management and
Budget, the Chairman of the Council of Economic Advisors, and the Assistants to
the President for National Security Affairs, Economic Policy, and Homeland
Security are observers. The Director of National Intelligence and the Secretary of Labor
are non-voting, ex-officio members of CFIUS.
HOW does CFIUS work?
In its national security reviews, CFIUS considers the particular facts
and circumstances of each transaction to identify and address the potential national
security effects of the transaction. The Committee applies the same rules to
each transaction, regardless of the nationality of the investor or the economic
sector of the investment.
The CFIUS process contains the following key
· Filing: When
a foreign company is acquiring a U.S. company, the companies may voluntarily
file with CFIUS to have the transaction reviewed. The Committee also has the
authority to initiate a review of a transaction, whether proposed or completed,
that it believes may raise national security concerns.
· 30-Day Review: CFIUS’s
initial review of the transaction lasts for up to 30 days. During this period,
Committee members review the transaction and may contact the companies for
further information. CFIUS also
considers information provided by the intelligence community. Most transactions
complete the CFIUS process within this initial 30-day review period, without
any change or condition.
· 45-Day Investigation: If
at the end of the 30-day review the Committee requires more time to gather additional
information or analyze complex issues, it begins an investigation which may last up to 45 additional days, to complete
its national security assessment and make a final decision. CFIUS members may also discuss steps that the
companies may take to mitigate any national security concerns arising from the transaction.
The Committee may require that the parties to a transaction implement specified
· Presidential Review: In rare
instances, such as when CFIUS has determined that there are national security
concerns that cannot be resolved by mitigation, CFIUS
may recommend to the President that a transaction be prohibited. Only the President
has the authority to suspend or prohibit a transaction. When CFIUS refers a transaction to the President, the President must
make a determination within 15 days.
In reviewing a transaction, CFIUS considers national security matters
and commercially sensitive information provided by the parties. By law, information filed with CFIUS is
subject to strong confidentiality requirements that prohibit disclosure to the
public. Accordingly, CFIUS does not
disclose whether parties to any transaction have filed notices with CFIUS, nor
does CFIUS disclose the results of any review. When a transaction is referred to the
President, however, the decision of the President is announced publicly.
States must – like any other country – protect its national security. In reviewing certain foreign investments in
the United States, CFIUS’s role in safeguarding national security fosters a
stable environment for economic growth and vitality, which in turn benefits
measurably from the free flow of foreign investment.
CFIUS accomplishes its national security mandate
in a manner that is wholly consistent with our long standing open investment
policy. CFIUS’s narrow focus on national
security, its focus on working to resolve concerns and doing so within tight
timelines, its case-by-case approach that does not prejudge a transaction on
the basis of the sector or country of origin, and its clearly articulated
procedures facilitate foreign investment, while ensuring that our national
security is protected.
You can read more about CFIUS and Treasury’s role
as chair of the Committee here.
Remarks by Deputy Secretary Neal S. Wolin at the Singapore Exchange
Remarks by Assistant Secretary Marisa Lago on “America’s Continued Commitment to Open Investment”
Holly Shulman is the Spokesperson for International Affairs at the U.S. Department of the Treasury.