What changed between the draft committee report and the plenary report

Added:Article 5 – paragraph 1 – introductory part: 1. Member States shall notify the Commission and the other Member States through the cooperation mechanism of any foreign investment in a Union target in their territory that:

Added:Article 5 – paragraph 1 – point a: (a) meets the conditions set out in Article 4(4), point (a), or Article 4(4a); or

Added:Article 5 – paragraph 1 – point b – point i: (i) the foreign investor or the foreign investor’s subsidiary in the Union is directly or indirectly controlled, by the government, including state bodies, regional or local authorities or armed forces, of a third country, including through ownership structure, significant funding, special rights or state-appointed directors or managers, or other features aimed at influencing management decisions;

Added:Article 5 – paragraph 1 – point b – point ii: (ii) the foreign investor, a natural person or entity controlling the foreign investor, the beneficial owner of the foreign investor, any of the subsidiaries of the foreign investor, or any other party owned or controlled by, or acting on behalf or at the direction of, such a foreign investor is subject to Union restrictive measures pursuant to Article 215 TFEU;

Added:Article 5 – paragraph 1 – point b – point iii: (iii) the foreign investor or any of its subsidiaries was involved in a foreign investment previously screened by a Member State that was not authorised or only authorised with conditions; to determine this, the notifying Member State shall rely on information available to them, including the information contained in the secure database set up pursuant to Article 7(10) and information provided by the foreign investor on this matter; or

Added:Article 5 – paragraph 1 – point b – point iii a (new): (iiia) the ownership structure of the investor is opaque.

Article 5 – paragraph 2: 2. Member States shall notify the Commission and the other Member States of any foreign investment in their territory that has not been notified pursuant to paragraph 1, where they initiate an in-depth investigation under their screening procedures.

Change 14

Changed:Article 5 – paragraph 2 a (new): 2a. Member States shall notifynotify, at the earliest possible time, the Commission and the other Member States of any foreign investment in their territory where, in exceptional cases, they intend to impose a mitigating measure or to prohibit the transaction without an in-depth investigation.

Article 5 – paragraph 3 – subparagraph 1: Member States shall notify any foreign investment that does not meet the conditions set out in paragraphs 1 and 2 if the host Member State considers that a foreign investment could be of interest to the other Member States and the Commission from a security or public order perspective, including where the Union target has significant operations in other Member States, or belongs to a corporate group that has several companies in different Member States which are economically active in one of the areas listed in Annex II.

Article 5 – paragraph 3 – subparagraph 2: deleted

Article 6 – paragraph 1 – introductory part: 1. Member States shall ensure that a notification pursuant to Article 5 contains the information referred to in Article 10(1) and is sent to the Commission and other Member States:

Change 15

Changed:Article 6 – paragraph 1 – point a: (a) within 15 calendar days of receiving the complete request for authorisation for foreign investments meeting any of the conditions set out in Article 5(1)5(1), (2a) or (3);

Article 6 – paragraph 1 – point b: (b) within 5 calendar days of initiating an in-depth investigation for foreign investments meeting the conditions set out in Article 5(2).

Article 6 – paragraph 2: deleted / (deleted) / (deleted) / (deleted) / (deleted)

Change 16

Changed:Article 6 a (new): Article 6a / Specific rules applicable to multi-country transactions / 1. Applicants requesting an authorisation for an investment in several Member States shall file their requests for authorisation in all relevant Member States within 53 calendar days of the first request for authorisation, and each request for authorisation shall make reference to the other requests. / 2. Where a Member State receives a request for authorisation that meets the conditionsas setreferred outto in paragraph 1, it shall coordinate with the other Member States concerned,concerned and the Commission, inter alia,alia to determine whether the investment is notifiable; the Commission may participate in such coordination upon request from one or more Member States.notifiable. / 3. If the requests for authorisation concern a foreign investment meeting any of the conditions set out in Article 5(1), the respective Member States concerned shall send their notifications to the cooperation mechanism onwithin 3 calendar days of the samefirst dayrequest for authorisation and within the deadline laid down in Article 6, point (a). / 4. If the requests for authorisation concern a foreign investment meeting the conditions set out in Article 5(2), the Member States concerned shall endeavour to send their notifications to the cooperation mechanism onwithin a limited timeframe and within the samedeadline day.laid down in Article 6(1), point (b). / 5. The Member States concerned shall coordinate closely throughout the procedure. In particular, they shall endeavour to align the timelines of their respective screening procedures and to ensure that their respective screening decisions are compatible with each other. Wh……

Change 17

Added:Article 7 – title: Comments by Member States and opinions and decisions by the Commission on notified foreign investments

Article 7 – paragraph 1 – subparagraph 1 – introductory part: Any Member State may issue duly motivated comments to the notifying Member State. A Member State may issue such comments if it:

Change 18

Changed:Article 7 – paragraph 2 – subparagraph 1 – introductory part: The Commission may issue a duly motivated opinion addressed to the notifying Member State. The Commission mayshall issue such an opinion if:

Change 19

Added:Article 7 – paragraph 2 – subparagraph 2 a (new): Where appropriate, the opinion of the Commission may propose measures aimed at mitigating the likely negative effect of the investment on security and public order.

Added:Article 7 – paragraph 3: 3. The Commission shall issue a duly motivated opinion addressed to all Member States if it considers that several foreign investments or other similar investments if they were to be made, taken together, and having regard to their characteristics could affect the security or public order of the Union. After a Commission opinion is issued, the Commission shall, as appropriate, discuss with Member States the measures to address the identified risks.

Article 7 – paragraph 4 – point a: (a) send opinions meeting the conditions set out in points (a) and (c) of paragraph 2 to all Member States that provided comments and notify the other Member States that an opinion was issued;

Article 7 – paragraph 4 – point b: (b) send opinions meeting the conditions set out in point (b) of paragraph 2 and opinions meeting the conditions in paragraph 3 to all Member States.

Change 20

Added:Article 7 – paragraph 4 a (new): 4a. The notifying Member State may invite the Commission to issue an opinion or other Member States to issue comments.

Article 7 – paragraph 5: 5. Where a host Member State receives a comment from another Member State pursuant to paragraph 1 or an opinion from the Commission pursuant to paragraph 2 or 3, it shall give utmost consideration to such a comment or opinion.

Change 21

Changed:Article 7 – paragraph 6: 6. Following the receipt of a comment pursuant to paragraph 1 or an opinion pursuant to paragraph 22, the host Member State shall consult the Member States that issued comments, where applicable, and the Commission. In the framework of thisthat Article,consultation, the host Member State shall set up a meeting with thethose Member States that issued comments,States, where applicable, and the Commission to discuss how to best address the risks identified. If the host Member State disagrees with the risks identified or, if applicable, the measure proposed with the comment or opinion, the Member States and the Commission shall aim to identify alternative solutions. Where the comment or opinion concerns a multi-country transaction, the other Member States that notified the foreign investment shall also be invited to that meeting to discuss whether the intended outcomes are compatible with one another and, where applicable, whether the intended conditions are able to address identified cross-border risks adequately.

Article 7 – paragraph 7: deleted

Change 22

Changed:Article 7 – paragraph 8:8 – introductory part: 8. Following the meeting referred to in paragraph 6 of this article,6, the host Member State shall transmit to the respective Member States and the Commission its intendeddraft screening decision and provide a written explanation on: / (deleted) / (deleted) / (a) the extent to which it gave the Member States’ comments or the Commission opinion utmost consideration; and / (b) where applicable, the reason for its disagreement with the Member States’ comments or the Commission opinion.

Change 23

Removed:Article 7 – paragraph 9: 9. Where a Member State or the Commission indicates that the intended screening decision referred to in paragraph 8 does not give utmost consideration to its comments provided pursuant to paragraph 1 or the opinion provided pursuant to paragraph 2, the host Member State shall organise a meeting to explain the obstacles encountered or the reasons for disagreement and shall endeavour to identify solutions. Where the screening decision concerns a multi-country notification, the other Member States who notified the foreign investment to the cooperation mechanism shall also be invited. The Commission shall be invited to any meetings organised pursuant to this paragraph.

Added:Article 7 – paragraph 8 – point a: deleted

Removed:Article 7 – paragraph 9 a (new): 9a. Where, following the meeting referred to in paragraph 9 of this Article, a Member State or the Commission considers that the foreign investment is likely to affect security or public order, it shall inform the host Member State and the Commission within 7 calendar days of the meeting. The host Member State shall suspend its screening procedure until the Commission has taken a decision pursuant to Article 9b(2). The deadline pursuant to Article 8(7a), first subparagraph, shall not be applicable. / Following the Commission's decision pursuant to Article 9b(2), the host Member State shall take its screening decision within 5 calendar days.

Added:Article 7 – paragraph 8 – point a a (new): (aa) the extent to which it gave the Member States’ comments or the Commission opinion utmost consideration; and

Change 24

Changed:Article 7 – paragraph 9 b (new): 9b. The host Member State shall notify its screening decision to8 the– Memberpoint Statesa whichb provided(new): comments,(ab) where applicable, and to the Commission no later than 3 calendar days afterreason itfor wasits sentdisagreement towith the respectiveMember partiesStates’ tocomments or the foreignCommission investment.opinion.

Change 25

Removed:Article 7 – paragraph 10: 10. The Commission shall set up a secure database made available to all Member States with information on the foreign investments assessed by the cooperation mechanism and the outcome of the assessments under the national screening mechanisms, including information about the relevant screening decisions. The Commission shall do so no later than ... [six months from the date of entry into force of this Regulation] and upload to that database the information it has at its disposal since 12 October 2020. By [date of application of this Regulation] Member States shall upload to that database the information at their disposal about the outcome of the relevant procedure under their own screening mechanisms. They may also provide additional explanations.

Added:Article 7 – paragraph 8 – point b: deleted / (deleted) / (deleted)

Removed:Article 8 – title: Deadlines and procedures applicable to the Union cooperation mechanism

Added:Article 7 – paragraph 9: 9. Where a Member States or the Commission considers that a draft screening decision referred to in paragraph 8 of this Article, authorising a foreign investment under Article 14(1), point (a), or Article 14(2) does not adequately address or mitigate the risks to security and public order, it may raise a duly justified objection. The objection shall be notified to the host Member State and, where applicable, the other Member States that issued comments and the Commission. The host Member State shall suspend its screening procedure until the Commission has adopted a decision pursuant to paragraphs 9b and 9c of this Article. The host Member State shall inform the foreign investor of the suspension.

Added:Article 7 – paragraph 9 a (new): 9a. Where a Member State or the Commission has raised an objection pursuant to paragraph 9 of this Article, and without prejudice to Article 346(1), point (a), TFEU, the host Member State shall transmit to the Commission all documents and information on which its draft decision is based. The Member State that raised an objection pursuant to paragraph 9 of this Article shall transmit all documents and information on which its objection is based.

Added:Article 7 – paragraph 9 b (new): 9b. Where, taking into account the criteria laid down in Article 13, the documents and information received pursuant to paragraph 9a of this Article, as well as, where applicable, the comments provided by Member States pursuant to Article 7(1) or Article 9(7), the Commission concludes that the draft screening decision, as modified by the host Member State where appropriate, effectively addresses the foreign investment’s potential effect on security and public order, it shall decide not to object to the adoption of the draft screening decision by the Member State.

Added:Article 7 – paragraph 9 c (new): 9c. Where the Commission finds that the host Member State’s draft screening decision referred to in paragraph 8 does not adequately mitigate risks to security and public order, it shall adopt a decision to: / (a) authorise the foreign investment subject to mitigating measures; or / (b) prohibit the foreign investment where it finds that the risks to security and public order of the Union cannot be adequately addressed through mitigating measures. / The decision referred to in the first subparagraph shall comply with the principle of proportionality, shall be based on documented risks and shall take into consideration all circumstances of the foreign investment.

Added:Article 7 – paragraph 9 d (new): 9d. Decisions adopted pursuant to paragraph 9b shall be addressed to the host Member State. The Commission shall notify the host Member State and shall inform the Member States that provided comments pursuant to paragraph 1. / Decisions adopted pursuant to paragraph 9c shall be addressed to the foreign investor. The Commission shall notify the host Member State and the Member States that provided comments pursuant to paragraph 1 and shall inform the Union target.

Added:Article 7 – paragraph 9 e (new): 9e. Where the Commission adopts a decision pursuant to paragraph 9c, the host Member State shall terminate its screening procedure and inform the foreign investor thereof.

Added:Article 7 – paragraph 9 f (new): 9f. Before adopting a decision pursuant to paragraph 9c, the Commission shall give the foreign investor the opportunity to make its views known effectively.

Added:Article 7 – paragraph 9 g (new): 9g. Where a comment pursuant to paragraph 1 or an opinion pursuant to paragraph 2 or 3 has been issued and the Commission has not issued a decision pursuant to paragraph 9c, the host Member State shall notify its screening decision to the Member States which provided comments, where applicable, and to the Commission, and send it to the respective parties to the foreign investment.

Added:Article 7 – paragraph 10: deleted

Added:Article 8 – title: Deadlines and procedures applicable to the Union cooperation mechanism and decisions

7 unchanged paragraphs

Article 8 – paragraph 1 – point a: (a) Member States shall inform the notifying Member State that they reserve their right to issue comments no later than 15 calendar days following the receipt of the notification pursuant to Article 5;

Article 8 – paragraph 1 – point b: (b) the Commission shall inform the notifying Member State that it reserves its right to issue an opinion no later than 20 calendar days following the receipt of the notification pursuant to Article 5.

Article 8 – paragraph 3 – subparagraph 1 – point a: (a) where a Member State reserves its right to issue comments on a notified foreign investment without requesting additional information from the notifying Member State, the respective comments shall be addressed to the notifying Member State no later than 35 calendar days following receipt of the complete notification of the foreign investment;

Article 8 – paragraph 3 – subparagraph 1 – point b: (b) where the Commission reserves its right to issue an opinion on a notified foreign investment without requesting additional information from the notifying Member State, the respective opinion shall be addressed to the notifying Member State no later than 45 calendar days following receipt of the complete notification of the foreign investment;

Article 8 – paragraph 3 – subparagraph 1 – point c: (c) where a Member State reserves its right to issue comments on a notified foreign investment and requests additional information from the notifying Member State, the respective comments shall be addressed to the notifying Member State no later than 20 calendar days following receipt of the complete additional information;

Article 8 – paragraph 3 – subparagraph 1 – point d: (d) where the Commission reserves its right to issue an opinion and requests additional information from the notifying Member State, the respective opinion shall be issued to the notifying Member State no later than 30 calendar days following receipt of the complete additional information.

Article 8 – paragraph 3 – subparagraph 2: deleted

Change 26

Changed:Article 8 – paragraph 4: 4. The notifying Member State shall notify the Commission and the other Member States any substantial new information or circumstances relevant for the assessment of a foreign investment already notified pursuant to Article 5. If this information is made available before the deadlines set out in paragraph 3 expire, the notifying Member State, the Commission and the other Member States shall endeavour to agree on a mutually acceptable extension of the deadline. If the deadlines for the assessment of the initial notification set out in paragraph 3 have passed, they shall resume according to the deadlines set out in point (c) and (d) of paragraph 3.

Article 8 – paragraph 5: 5. The notifying Member State shall provide the complete additional information requested by the Commission or other Member States pursuant to paragraph 2 without undue delay. Where the notifying Member State provides additional information to a Member State, such additional information shall be sent to the Commission simultaneously.

Change 27

Changed:Article 8 – paragraph 7 a (new): 7a. The notifying Memberfollowing Statedeadlines shall takeapply itsto screeningthe decisionconsultations onlybetween afterMember States and the deadlinesCommission referredpursuant to inArticle paragraph7(6) 3,to points(9): / (a) tothe (d),meeting ofreferred thisto Articlein haveArticle expired,7(6) andshall notake laterplace thanwithin 3020 calendar days afterfollowing theirthe expiry.receipt /by Wherethe neitherhost Member States nor the Commission haveState reservedof the right to issuelast commentscomment or an opinion, respectively, by the deadlinesopinion pursuant to paragraphArticle 17, ofwhichever thiscomes Article,last; / (b) the notifyinghost Member State shall adopttransmit its screeningdraft decision pursuant to Article 7(8) within 6010 calendar days fromfollowing the datemeeting ofreferred notification.to in Article 7(6); / The(c) deadlinesthe referredobjection toby ina thisMember paragraphState mayor the Commission pursuant to Article 7(9) shall be extendedraised bywithin 3010 calendar days to allowfollowing the notifying Member Statereceipt andof the investordraft toscreening agreedecision onpursuant mitigatingto measures.Article 7(8).

Change 28

Added:Article 8 – paragraph 7 b (new): 7b. The following deadlines shall apply to the adoption and the notification of screening decisions on notified foreign investments: / (a) the notifying Member State shall adopt its screening decision only after the deadlines referred to in points (a) to (d) of paragraph 3 of this Article have expired; / (b) where neither Member States nor the Commission have reserved the right to issue comments or an opinion, respectively, by the deadlines pursuant to paragraph 1 of this Article, the notifying Member State shall adopt its screening decision within 60 calendar days from the date of notification; / (c) following an objection raised pursuant to Article 7(9), the host Member State and the Member State that raised the objection shall transmit the information referred to in Article 7(9a) within 5 calendar days; / (d) following a Commission decision pursuant to Article 7(9b), the host Member State shall adopt its screening decision within 15 calendar days of the notification referred to in Article 7(9d); / (e) the notification of the screening decision pursuant to Article 7(9f) shall take place within 3 calendar days.

Added:Article 8 – paragraph 7 c (new): 7c. The following deadlines shall apply to the adoption and the notification of a decision by the Commission pursuant to Article 7(9b) and (9c): / (a) the Commission shall adopt its decision within 20 calendar days following receipt of the complete information referred to in Article 7(9a); / (b) the notification pursuant to Article 7(9d) shall take place within 3 calendar days. / The deadlines referred to in paragraph 7a, points (a) and (b), in paragraph 7b, point (b), and paragraph 7c, point (a), of this Article shall be extended by up to 30 calendar days in total, where applicable, to allow the host Member State or, where relevant, the Commission and the foreign investor to agree on mitigating measures. The negotiation of mitigating measures by the Commission and the foreign investor shall be conducted in cooperation with the host Member State.

Article 8 – paragraph 8: 8. Where, due to exceptional circumstances, the notifying Member State considers that its security or public order requires issuing a screening decision pursuant to Article 14(1) before the deadlines referred to in paragraph 3 expire, it shall notify the other Member States and the Commission of its intention and duly justify the need for immediate action. The other Member States and the Commission shall provide comments or issue an opinion expeditiously. This procedure shall not be invoked to serve purely the commercial interests of the applicant requesting the authorisation.

Change 29

Changed:Article 9 – paragraph 1: 1. Where a Member State considers that a foreign investment in the territory of another Member State which has not been notified to the cooperation mechanism is likely to negatively affect its security or public order or haswhere informationthe relevantCommission toconsiders that such a foreign investment,investment oris wherelikely to negatively affect the Commissionsecurity considersor thatpublic suchorder aof foreignmore investmentthan fallsone withinMember theState scopeor projects or programmes of ArticleUnion 7(2),interest on grounds of security and public order, the Member State or the Commission may open an own initiative procedure in relation to that foreign investment. Before opening the procedure, the Member State or the Commission shall check that the host Member State does not intend to notify the foreign investment to the cooperation mechanism.

Article 9 – paragraph 2: 2. Member States and the Commission shall be granted up to 15 months, after the foreign investment has been completed, the right to open the procedure set out in paragraph 1, provided the respective foreign investment has not been notified to the cooperation mechanism in the meantime.