The US interagency committee, chaired by the Secretary of the Treasury, that reviews foreign investment in US businesses for national-security risk under Section 721 of the Defense Production Act.
CFIUS.
The Committee on Foreign Investment in the United States is a US interagency committee chaired by the Secretary of the Treasury. Its members include the Departments of Treasury, Justice, Defense, State, Commerce, Energy, and Homeland Security, plus the Office of the US Trade Representative and the Office of Science and Technology Policy. The legal basis is Section 721 of the Defense Production Act of 1950, codified at 50 U.S.C. 4565, with implementing regulations at 31 CFR Parts 800 and 802. CFIUS reviews covered transactions for national-security risk and either clears them, imposes mitigation, requests withdrawal, or refers them to the President for divestment.
The Foreign Investment Risk Review Modernization Act of 2018 (FIRRMA) substantially expanded CFIUS jurisdiction. Beyond control transactions, CFIUS now reaches certain non-controlling investments in TID businesses, defined under 31 CFR 800.211 as US businesses involved in critical technology, critical infrastructure, or sensitive personal data. FIRRMA also added jurisdiction over real-estate transactions within proximity of US military or intelligence facilities listed in 31 CFR 802. Mandatory filings apply to TID transactions with an export-control nexus and to transactions involving foreign-government-controlled acquirers. Voluntary notices and short-form declarations are available for other covered transactions.
Procedurally, the parties may file a declaration under 31 CFR 800.402, with a 30-day assessment period, or a full written notice under 31 CFR 800.501, with a 45-day initial review and a possible 45-day investigation, plus a 15-day Presidential decision period if referred. Mitigation agreements, when imposed, can include US board governance, US clearance requirements for sensitive personnel, separation of critical technology, and monitoring obligations. The CY 2023 CFIUS Annual Report recorded 233 notices and 109 declarations, with mitigation imposed on 56 transactions.
For a German, Swiss, French, Israeli, Korean, Japanese, or UAE acquirer of a US business, CFIUS is the gating national-security read on the transaction. It does not block most deals, but it adds time, structuring constraints, and mitigation obligations. Foreign-government acquirers, including sovereign wealth funds and pension funds with state ownership above the 49 percent threshold, face the additional foreign-government-substantial-interest test and a higher likelihood of mandatory filing. Target-side counsel performs the TID classification analysis early, runs the export-control nexus test under EAR or ITAR categorisation, and identifies sensitive personal data exposure. The acquirer side stages the diligence to support a credible mitigation posture if one becomes necessary.
The presentation read for the foreign investor matters as much as the legal read. A US target that perceives a foreign acquirer as a CFIUS risk will price the deal accordingly, or refuse to engage. Investors who have built track records of clean CFIUS clearances trade at a premium in US deal pipelines.
CFIUS sits across the Investors building in the US book, in the Fiduciaries and advisors work on family-office US deal-pipeline structuring, in the US-to-UAE corridor work for capital flowing in both directions, and on the Markets view of foreign direct investment trajectory. The presentation work covers how the firm names its CFIUS posture, its prior clearance history, and its mitigation track record on US-facing surfaces. The filing work belongs with US national-security counsel.
Global Marketing Agency does not provide legal advice on CFIUS filings, jurisdictional analysis, mitigation negotiation, or national-security litigation. Those determinations belong to US national-security counsel and the firm's deal counsel. GMA works on how the firm's CFIUS posture is presented, sequenced, and read on US-facing surfaces, alongside that counsel.
Sources cited on this page: US Treasury, CFIUS, 31 CFR Part 800, Regulations Pertaining to Certain Investments in the US by Foreign Persons, 31 CFR Part 802, Real Estate Regulations, CFIUS Annual Report to Congress, CY 2023, Foreign Investment Risk Review Modernization Act of 2018 (FIRRMA), US Bureau of Economic Analysis, foreign direct investment data.