On Thursday 29 April, the National Security and Investment Bill received Royal Assent and became law, ushering in what the government has described as the "biggest shake-up of UK’s investment screening regime in 20 years".
We've written about this bill a couple of times as it has moved through the legislative process (see here and here) as it has the potential to have a significant impact on transactions in a wide number of sectors. I won't repeat the detail of those posts, but here are a few useful points to bear in mind:
- The new regime is expected to become fully operational later this year, but transactions can be 'called in' retrospectively, so it's important to be up to speed on this now.
- Transactions in 17 key sectors that meet triggering thresholds will be subject to mandatory notification.
- The government can 'call in' transactions in other sectors if it considers that they may raise national security concerns (and voluntary notifications are encouraged if national security could be a factor).
- Transactions are expected to be assessed within 30 working days.
- The government estimates that it will receive more than 1,000 notifications a year.
On that final point, by way of contrast, in 2020 the CMA carried out 34 merger reviews. The implication is that a huge number of transactions which don't meet the merger thresholds will have to be notified to the new Investment Security Unit, so watch out!
investors and businesses will have to notify a dedicated government unit - the Investment Security Unit - through a digital portal about certain types of transactions in designated sensitive sectors, such as artificial intelligence