The National Security and Investment Bill was granted Royal Assent on 29 April 2021, becoming law as the National Security and Investment Act 2021. The UK Government announced in a press release that the regime is expected to commence towards the end of this year. The Act received broad cross-party support in Parliament and is part of a global trend towards increased powers for States to review foreign investments on national security grounds. Business Secretary…
The National Security and Investment Bill is expected to receive Royal Assent on 29 April 2021, following agreement between both Houses of Parliament yesterday. Amendments accepted by the House of Commons include increasing the threshold for mandatory notifications from 15% to 25%, as reported in our previous blog. We will shortly be publishing a client alert on the implications for deals already in progress.
On 27 April 2021, the UK Government announced the formation of the UK Investment Council (the “Council”), with the aim of helping the Government make the UK more attractive to foreign investment. The Council will provide a platform for “influential global investors” to offer high level advice to the Department of International Trade (“DIT”), highlighting their perspectives, priorities and concerns on UK inward investment. Chaired by the Minister for Investment at the DIT, Lord Grimstone,…
As flagged in our previous blog post accessible here, the UK Government has now confirmed, at the House of Lords Report Stage on 15 April, the removal of the 15% threshold for mandatory notification under the National Security and Investment Bill (“NS&I Bill”) regime. This is the first significant amendment to the draft regime in the UK Parliamentary process, and will reduce materially the scope of transactions subject to notification requirements. The threshold for mandatory…
The UK Government has tabled an amendment to the National Security and Investment Bill (NSIB), which would reduce the number of transactions that are required to be mandatorily notified. The Secretary of State for Business, Energy & Industrial Strategy (BEIS), Kwasi Kwarteng, is behind the amendment in response to pressure from the business community, according to a report in The Sunday Times. The amendment would see the percentage threshold, at which businesses must notify the…
We continue to have significant concerns regarding the inclusion of intragroup transactions within the current scope of the NSIB. We consider that standalone internal restructurings which do not involve a change of control, i.e., which are not connected to a separate third party transaction, should be removed from the ambit of the Bill altogether as they do not raise a national security risk. Having reviewed the transcripts from the Committee stage reading of the Bill,…
At present, the Bill includes intragroup reorganisations in the mandatory notification regime if the entity being transferred within a corporate group carries on activities in one of the 17 specified sectors. We could not believe this at first (how could an internal restructuring within a single group of companies which, by definition, does not involve any change of control of that group of companies, possibly be a national security risk?). So we wrote to BEIS…
Last week on 24 February, Baker McKenzie was delighted to sponsor the annual M&A Practitioners’ Summit, hosted by City & Financial Global. Featuring a wide range of speakers from regulators, public bodies, industry and private practice, the virtual summit addressed recent key regulatory, legal and market developments impacting transactional practice. Inevitably, the National Security and Investment Bill (“Bill”) featured highly on the topics of discussion. As covered in previous blog posts (here), the Bill will…
On 20 January 2021 the UK Secretary of State for International Trade, Liz Truss, announced that the UK intended to formally submit its application to join the Comprehensive and Progressive Agreement for Trans-Pacific Partnership (“CPTPP”). The CPTPP is a multilateral free trade agreement between Australia, Brunei, Canada, Chile, Japan, Malaysia, Mexico, New Zealand, Peru, Singapore, and Vietnam. Discussions have been ongoing between the CPTPP members and the UK on the UK’s potential accession since 17…
The UK Government launched a Consultation on its new UK National Security and Investment Bill, and specifically the definition of the sectors where investments would trigger a mandatory notification. This Consultation closed on 6 January. Baker McKenzie welcomes the opportunity and responded to the Consultation. We have identified a number of key issues that merit consideration: A legal definition of “national security” to help businesses to understand whether a transaction raises genuine concerns.Significant tightening and…