Chapter 3, Section II, Article 8 · Regulation (EU) 2026/1386

Contents

Article 8Comments and opinions on notified foreign investments#

1.Any Member State may provide duly justified comments to the notifying Member State if it:

(a)considers that the notified foreign investment is likely to negatively affect its security or public order; or

(b)has information relevant for the screening of that foreign investment.

2.The Commission shall, where appropriate, issue a duly justified opinion addressed to the notifying Member State if it:

(a)considers that the notified foreign investment is likely to negatively affect the security or public order of more than one Member State;

(b)considers that the notified foreign investment is likely to negatively affect a project or programme of Union interest, as listed in Annex II, on grounds of security or public order; or

(c)has additional information relevant for the screening of that foreign investment.

The Commission may issue an opinion regardless of whether any Member State has provided comments.

3.Where the notifying Member State duly considers that the notified foreign investment is likely to affect its security or public order, it may request the Commission to issue an opinion or other Member States to provide comments.

4.Where appropriate, the opinion of the Commission may propose mitigating measures.

5.The Commission shall, where appropriate, issue a duly justified opinion addressed to all Member States if it considers that two or more foreign investments, whether completed or not, taken together and having regard to their characteristics could negatively affect security or public order. After issuing its opinion, the Commission shall, where appropriate, discuss with Member States how to address the identified risks.

Defined terms · 21

Show every defined term

beneficial owner
means:
completion
means the point in time at which the last condition precedent has been met in relation to an investment decision by the parties to a foreign investment transaction;
contact point
means the person or entity designated by a Member State to send and receive all communication through the cooperation mechanism, including notifications and exchanges of information related to foreign investments covered by this Regulation;
filing
means an initial submission to the screening authority of all information or documentation required under the screening mechanism, including, where applicable, a complete request for authorisation;
foreign investment
means an investment of any kind, carried out either by a foreign investor itself or through a foreign investor’s subsidiary in the Union, aiming to establish or to maintain lasting and direct links between the foreign investor and a Union target, to which the foreign investor makes capital available in order to carry out an economic activity in a Member State, enabling effective participation in the management or control of that Union target;
foreign investor
means:
greenfield investment
means a foreign investment carried out through the establishment of new facilities or of an undertaking for the performance of an economic activity in the Union;
host Member State
means the Member State in which a foreign investment is planned to be or is completed;
internal restructuring
means a reorganisation of a corporate group to which a Union target belongs, which does not result in a change of the beneficial owner of the Union target;
mitigating measure
means any condition imposed by a Member State in order to resolve the likely negative effect on security or public order arising from a foreign investment;
multi-country notification
means a notification sent through the cooperation mechanism by each of the Member States concerned with regard to a multi-country transaction;
multi-country transaction
means a foreign investment subject to screening mechanisms in two or more Member States;
notifying Member State
means a Member State that has notified a foreign investment through the cooperation mechanism pursuant to Article 5;
opaque ownership structure
means an arrangement in which the ownership or control of an entity is unclear, concealed or difficult to ascertain due to, inter alia, the use of complex legal structures, multiple layers of ownership, nominee shareholders, or other mechanisms that obscure the identity of the beneficial owner;
request for authorisation
means a submission under a screening mechanism of a request to authorise a foreign investment subject to a prior authorisation requirement;
screening
means a procedure through which a host Member State can investigate, assess, authorise, authorise subject to mitigating measures, prohibit or unwind foreign investments on the grounds of security or public order;
screening authorities
means the authority or authorities designated by a Member State to carry out screening;
screening decision
means a measure adopted by a screening authority pursuant to a screening mechanism which results in the authorisation, authorisation subject to mitigating measures, prohibition or unwinding of a foreign investment;
screening mechanism
means a legal instrument of general application and accompanying administrative requirements, implementing rules or guidelines, that set out the terms, conditions and procedures for screening;
stockpiling
means storing a quantity of a particular raw material for future use, including in anticipation of possible shortages.
Union target
means an undertaking established or intended to be established under the laws of a Member State;