FDI screening: key changes to the applicable legislation
The Government adopted the GEO no. 17/2026, in force since 13.03.2026, amending and supplementing the legal framework for FDI screening established under the GEO no. 46/2022. The new regulation aims to clarify existing procedures, to…
The Government adopted the GEO no. 17/2026, in force since 13.03.2026, amending and supplementing the legal framework for FDI screening established under the GEO no. 46/2022. The new regulation aims to clarify existing procedures, to modify the threshold for EU FDI screening from 2 to 5 million euros, widen the scope of the mechanism and strengthen the examination tools of investments potentially impacting national security or public order. The newly enacted legislative changes are also part of a broader European trend to strengthen FDI screening mechanisms, in application of Regulation (EU) 2019/452.
Extended coverage of the definition of investment One of the main amendments is the expansion of the definition of foreign direct investment to include the acquisition by a foreign investor of “tangible and/or intangible assets in sensitive sectors”, and non longer only transactions resulting in control take-over. This change allows the authorities to review “asset deal” transactions through which critical infrastructure, technologies or industrial capacities relevant to economic security can be acquired. Previously, the mechanism focused mainly on transactions enabling investors to acquire control over a company, as well as on investments in tangible and intangible assets related to establishment of a undertaking, the expansion of the capacity of an existing undertaking, the diversification of production into new products, or a fundamental change in the overall production process. This amendment reduces the risk that investments with strategic impact are carried out through asset deals in order to circumvent the authorization procedure. At the same time, another important change is the increase of the threshold above which investments fall under FDI screening, from EUR 2 million to EUR 5 million. Clarification of sensitive areas GEO No. 17/2026 introduces an explicit list of sensitive areas where investments may be subject to screening. These include:
- critical and advanced technologies (AI, robotics, semiconductors and electronic components, cybersecurity, aerospace technologies, defence and national security technologies, energy storage technologies, quantum technologies, nuclear technologies, nanotechnologies, biotechnologies);
- critical infrastructure (energy, transport, water, health, communications, data processing and storage, aerospace infrastructure, defence infrastructure or electoral or financial infrastructure, sensitive installations, as well as land and real estate essential for the use of such infrastructure);
- the pharmaceutical sector, including research, development, production, distribution and supply of medicines, medical devices and active substances;
