After more than a year of anticipation, the U.S. Department of the Treasury (“Treasury”) has released proposed regulations to implement the Foreign Investment Risk Review Modernization Act (FIRRMA). These proposed regulations follow an initial round of FIRRMA-implementing regulations issued in October 2018, which most notably included the Committee on Foreign Investment in the United States (CFIUS) critical technologies pilot program imposing mandatory CFIUS filing requirements on certain foreign investments in U.S. technology and life sciences companies.
The draft regulations propose long-awaited answers to questions about how Treasury and the other CFIUS member agencies will conduct national security reviews of foreign investment under the “modernized” FIRRMA construct, and would amend and restate in entirety the existing rules at Part 800 of the Treasury Regulations. As with the October 2018 regulations, the new proposed rules include changes that will fundamentally alter how foreign investors and U.S. businesses approach mergers and acquisitions, equity investments, and real estate transactions going forward. In other ways, the new rules formalize practices that CFIUS has adopted over time to address the current national security and international trade policy environment.
This piece — highlighting some of the key takeaways from the sweeping proposal — is the first in a series of four client alerts. The next three will address in more detail the proposed regulations’ treatment of: (1) real estate transactions; (2) transactions involving U.S. businesses relating to critical technologies, critical infrastructure, and sensitive personal data; and (3) the type and composition of foreign investors.
Read this first Client Alert
John P. Carlin
John P. Carlin, former Assistant Attorney General for the U.S. Department of Justice’s (DOJ) National Security Division (NSD) and former Chief of Staff to then-FBI Director Robert S. Mueller, III, chairs Morrison & Foerster’s Global Risk and Crisis Management practice group and is co-chair of the National Security practice group. Mr. Carlin, who served as a top-level official in both Republican and Democratic administrations More ›
Nicholas J. Spiliotes
Nicholas Spiliotes is Co-Chair of the firm's National Security Practice. He has over 25 years of in-depth experience in advising clients on a wide range of U.S. national security matters in the context of cross-border investments, acquisitions and joint ventures.
Mr. Spiliotes advises clients on U.S. foreign investment approvals (CFIUS); Department of Defense foreign ownership, control and influence mitigation under the National Industrial Security More ›
Joseph A. Benkert
Joseph Benkert is a senior advisor in Morrison & Foerster’s National Security practice group. He advises clients on critical national security matters pertaining to the Committee on Foreign Investment in the United States (CFIUS), export controls, and various regulatory and compliance issues.
Mr. Benkert previously served as a leading civilian official in the Department of Defense (DoD) from 2003-2009 under More ›
Panagiotis C. Bayz
Aki Bayz has a multidisciplinary practice covering national security regulatory compliance and transactional matters.
National Security. Mr. Bayz advises clients on compliance with the applicable trade sanctions and economic embargoes administered by the Treasury Department Office of Foreign Assets Control (OFAC), the export control and anti-boycott requirements of the Commerce Department Bureau of Industry and Security (BIS), and military items subject to the jurisdiction More ›
Charles L. Capito III
Charles Capito assists Government Contractors with a variety of litigation issues, with a focus on pre- and post-award bid protests, and contract claims and disputes. He has extensive experience at the Government Accountability Office, the Court of Federal Claims, the boards of contract appeals, and other judicial and administrative tribunals. Charles counsels clients on a variety of Government Contract issues, including prime- and subcontractor More ›
Amy S. Josselyn
Amy Josselyn is an associate in the National Security, CFIUS, Sanctions + Export Controls Group in Morrison & Foerster’s Washington, D.C. office.
Ms. Josselyn draws upon 15 years of experience in the U.S. Intelligence Community to advise clients on national security regulatory compliance and transactional matters. Ms. Josselyn’s practice focuses on U.S. foreign investment approvals involving the Committee on Foreign Investment in the United More ›