News Update FDI

On 19 April 2022, Dutch Parliament passed the Investment Screening Bill (Wet veiligheidstoets investeringen, fusies en overnames, “ISB”). A last-minute amendment was incorporated at the same time, and a number of motions were passed that were submitted while Parliament was debating the ISB.

As explained in our previous News Updates of 27 January 2022 and 6 July 2021, the purpose of the ISB is to regulate takeovers of companies operating in the field of sensitive technology and vital processes in the Netherlands.

Some key takeaways from the latest developments are:

• A last-minute amendment was incorporated that adds “managers of business campuses” as a category of vital suppliers under the ISB. A business campus is defined as an area with public-private partnerships for working on technologies and applications that are of economic and strategic importance to the Netherlands. The amendment was made as a result of the public debate surrounding the acquisition of High Tech Campus Eindhoven by GIC, a Singaporean investment fund.
• Two additional Ministerial Decrees are currently pending: one that further defines the scope of the “sensitive technologies” category and one that makes provision for various technical matters. The Minister of Economic Affairs and Climate Policy expects to present draft versions of these Ministerial Decrees before the summer, with the final versions entering into force before the end of this year.
• The Minister informed Parliament that she will consider the possibility of including businesses in the agricultural sector as vital suppliers. They will not need to be specified in the current draft: further vital suppliers can be added by Ministerial Decree after the legislation has entered into force.
• During the debate the Minister confirmed that specific transactions will only be prohibited as a last resort, if and when no other remedies are available.
• Parliament has now also requested (a) active monitoring of timelines to ensure swift procedures, and (b) biannual evaluations of the ISB’s effectiveness.