Introduces FDI screening regime
01 Jun 2023
On 1 June 2023, the Act on security screening of investments, mergers and acquisitions (Wet veiligheidstoets investeringen, fusies en overnames) has entered into force, introducing an investment screening framework based on national security considerations. This Act will complement existing sector-specific screening mechanisms in energy and telecommunications.
Under this Act, investments in a list of "vital providers", operators of high-tech campuses, and companies involved in sensitive technologies, such as dual-use items and military goods, may pose national security risks and thus need to be reported to the Bureau for verification of investments. The "vital providers" include heat suppliers; nuclear power companies; certain companies engaged in exploration, transportation and/or storage of natural gas; ground handling service providers; Schiphol Airport; KLM; the Port of Rotterdam; banks with a registered office in the Netherlands; and certain financial market infrastructure providers such as trading platforms. The list may be modified through a Decree.
The Act applies equally to both Dutch and non-Dutch investors and establishes a mandatory and suspensory national security regime for all qualifying investments made after September 8, 2020.
Upon conducting a national security risk analysis, the Bureau has the authority to authorize mitigating measures or prohibit acquisitions. Failure to comply with the reporting obligation may result in fines up to 10 per cent of the target company's turnover or the suspension of acquired shareholder rights.
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Type:
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Entry and establishment (Approval and admission)
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Entry and establishment (Approval and admission)
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Industry:
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Primary (Mining and quarrying)
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Services (Electricity, gas, steam and air conditioning supply, Construction, Transportation and storage, Financial and insurance activities, Scientific research and development, Other professional, scientific and technical activities, Public administration and defence; compulsory social security, Other service activities)
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Sources:
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Official Gazette of the Kingdom of the Netherlands, Besluit van 4 mei 2023 tot vaststelling van het tijdstip van inwerkingtreding van de Wet veiligheidstoets investeringen, fusies en overnames, het Besluit veiligheidstoets investeringen, fusies en , https://www.eerstekamer.nl/9370000/1/j9vvkfvj6b325az/vm3jf6f4nvzq/f=y.pdf, 31 May 2023
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Official Gazette of the Kingdom of the Netherlands, Wet veiligheidstoets investeringen, fusies en overnames, https://www.eerstekamer.nl/behandeling/20220610/publicatie_wet/document3/f=/vltnd0546kvp.pdf, 10 Jun 2022
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Lexology, Competition Newsflash: Dutch legislation on FDI-screening (Vifo Act) enters into force, https://www.lexology.com/library/detail.aspx?g=1e998404-ddb8-426f-ad93-e6aba600ab5f&utm_source=Lexology+Daily+Newsfeed&utm_medium=HTML+email+-+Body+-+General+section&utm_campaign=Lexology+subscriber+daily+feed&utm_content=Lexology+Daily+Newsfeed+2023-06-05&utm_term=, 02 Jun 2023
