The Committee on Foreign Investment in the United States (CFIUS) is an inter-agency committee authorized to review transactions that could “result in control of a U.S. business by a foreign persons, in order to determine the effect of such transactions on the national security of the United States,” according to the Department of Treasurery website.
That authority allows for review, investigation and blocking of any such transactions or investments that could potentially result in the control of any U.S. business or asses by a foreign person who may raise concerns of national security, according to Baker Botts, an international law firm based in Texas that represents more than half of the Fortune 100 companies.
The Secretary of the Treasury is the chairperson of CFIUS, and notices to CFIUS are received, processed and coordinated at the staff level by the staff chairperson of CFIUS, who is the Director of the Office of Investment Security in the Department of the Treasury.
CFIUS is made up of representatives from nine federal agencies, including the Department of Defense, the Department of State, the Department of Homeland Security, Department of Justice, Department of Commerce, Department of Energy, the Office of the U.S. Trade Representative and the Office of Science & Technology Policy
The following offices also observe and, as appropriate, participate in CFIUS’s activities:
-Office of Management & Budget
-Council of Economic Advisors
-National Security Council
-National Economic Council
-Homeland Security Council
The Director of National Intelligence and the Secretary of Labor are non-voting, ex-officio members with roles as defined by statute and regulation.
It’s not mandatory for parties in such a transaction to request a review. However, if a review is not requested and CFIUS subsequently determines the transaction raises a national security or critical infrastructure concern, that agency has the authority to “unwind” the entire transaction. And that “unwinding” cannot appealed by a U.S. court, according to the Baker Botts guide.
CFIUF was born in 1975 as a means to regulate foreign direct investment (FDI).