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On September 9, 2022, the French Ministry of Economy (the “Minefi”) issued its first guidelines on the regulation of foreign investment control in France (“FDI Regulation”) (the “Guidelines”).[1]

The Guidelines were eagerly awaited as certain provisions of the FDI Regulation leave room for discretion and there is no published decision-making practice on which the relevant stakeholders may rely.  While the Guidelines do not constitute an element of hard law, they provide useful insight into the official interpretation of certain elements of the FDI Regulation.  By contrast, clarifications regarding the identification of “sensitive activities” remain underwhelming.Continue Reading French Government Issues Guidelines on FDI Regulation

In 2022, boards of directors will continue to face a complex and expanding global foreign direct investment landscape that increasingly requires transactions to undergo intensive multijurisdictional FDI reviews and filing and approval processes, alongside merger control reviews and clearances.  This includes longstanding FDI review regimes with which boards of directors may be familiar, such as the Committee on Foreign Investment in the United States, as well as new and recently modified and expanded regimes, particularly in Europe. …
Continue Reading Global FDI Review Landscape Continues to Evolve

On July 23, 2020, the Government published a Decree no. 2020-892 (the “Decree”)[1] and a Ministerial Order (the “Ministerial Order”)[2] both of July 22, 2020 on the temporary lowering of the threshold triggering control of foreign investments in French listed companies.  The Decree aims to temporarily reduce the threshold triggering review of non-EU/EEA investments when targeting French listed companies in the context of the COVID-19 pandemic.  As explained by the French Minister for the Economy, “[w]hile most foreign investment transactions are opportunities for French companies, the volatility of financial markets and the very sharp decline in the valuations of a large number of companies make them particularly vulnerable to potential unfriendly transactions, which calls for increased vigilance ».[3]
Continue Reading France Foreign Investment Control – New Rules Temporarily Applicable to non-EU/EEA Investments Enter Into Force Today

On June 3, 2020, the International Chamber of the Paris Court of Appeal rejected an annulment application brought against an arbitral award rendered by a Paris-seated ICC arbitration tribunal. The ICC tribunal on December 27, 2018 rendered an award in favor of the Iranian Natural Gas Storage Company (“NGSC”), in a dispute arising out of…

On March 14, 2017, France adopted a decree detailing the organization and functioning of its new anti-corruption authority, including its sanctions commission. The broad powers vested in this new agency are part of a series of sweeping measures adopted by the so-called “Sapin II” law of December 9, 2016. These measures strengthen France’s anti-corruption legislation, and have far-reaching consequences for French and foreign groups.
Continue Reading France Implements Sweeping Anti-Corruption Reform

On March 30, France released a draft bill (so-called “Sapin II” bill) aimed at strengthening its anti-corruption legislation. If adopted, this reform will have far-reaching consequences for French and foreign groups.

Under French law, corruption, including active and passive bribery (corruption) and influence peddling (trafic d’influence), is a criminal offense punishable by up to 10 years imprisonment and fines of up to €1,000,000 for individuals and €5,000,000 for legal entities as well as ancillary sanctions. However, under the current regime, companies are under no obligation to take affirmative steps to prevent corruption. Furthermore, French authorities have limited legal means to prosecute acts of corruption committed outside of France. As a result, the current framework has long been viewed as being deficient, ineffective and generally below international standards, particularly when compared to the U.S. Foreign Corrupt Practices Act (“FCPA”) and UK Bribery Act (2010) (“UKBA”). In 2014, both the European Commission and the OECD invited France to adopt and enforce effective anti-corruption laws.Continue Reading France Introduces Sweeping Anti-Corruption Reform