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Requires CFIUS review for certain new (greenfield) and existing (brownfield) investments by foreign persons from designated "countries of concern" by expanding the Defense Production Act definition of a "covered transaction." The change expressly captures investments that could result in control — including through formal agreements or informal arrangements — and adjusts cross-references so the new category is treated the same as other covered clauses. It also changes mandatory filing/declaration rules for those transactions (the bill text for that filing change was not provided).
Amend 50 U.S.C. 4565(a)(4)(A)(i) by striking (text not shown) and inserting a semicolon. (This is a textual/punctuation change to clause (i) of subparagraph (A).)
Amend 50 U.S.C. 4565(a)(4)(A)(ii) by replacing the period at the end of clause (ii) with a semicolon. (This is a textual/punctuation change to clause (ii) of subparagraph (A).)
Add 50 U.S.C. 4565(a)(4)(A)(iii) to state: any transaction described in subparagraph (B)(vi) proposed or pending on or after the date of the enactment of this clause. (This makes transactions in the new subparagraph (B)(vi) covered if proposed or pending on or after enactment.)
Add a new subparagraph 50 U.S.C. 4565(a)(4)(B)(vi): Subject to subparagraphs (C) and (E), an investment by a foreign person that— (I) involves— (II) could result in control, including through formal or informal arrangements to act in concert, of that United States business by—. (The excerpt shows the structure and the phrase about potential control including formal or informal concerted arrangements; the excerpt is truncated and the full clauses (I) and (II) text is not shown.)
Amend 50 U.S.C. 4565(a)(4)(C)(i) by replacing the phrase "subparagraph (B)(ii)" with "clause (ii) or (vi) of subparagraph (B)". (This updates a cross-reference so the new (B)(vi) is included where (B)(ii) formerly was.)
Who is affected and how:
Foreign investors from designated "countries of concern": They will face greater risk that investments (including nontraditional or indirect control arrangements) will trigger CFIUS review, increasing transaction uncertainty, potential delays, and compliance costs.
U.S. companies receiving investment (especially in critical technologies, defense supply chains, or nationally sensitive sectors): More incoming investments may be reviewed; companies might face additional conditions, mitigation agreements, or blocked transactions. Firms will need to evaluate whether existing agreements create "informal" control and whether to notify CFIUS.
Committee on Foreign Investment in the United States (CFIUS) and federal agencies: CFIUS workload may increase as more transactions fall within its jurisdiction. Agencies may need additional resources and guidance to assess informal control arrangements.
Legal, compliance, and financial advisers: Demand for transaction-screening, legal opinions, and CFIUS filing support will likely grow as parties seek to avoid inadvertent noncompliance.
U.S. investment climate and inbound foreign direct investment (FDI): Some investors may avoid transactions with U.S. targets if the review risk is high or if their home country is designated a country of concern, potentially shifting investment patterns.
Net effects and tradeoffs:
Expand sections to see detailed analysis
Read twice and referred to the Committee on Banking, Housing, and Urban Affairs.
Introduced April 9, 2025 by Bernardo Moreno · Last progress April 9, 2025
Read twice and referred to the Committee on Banking, Housing, and Urban Affairs.
Introduced in Senate