More notifications, equal amount of screenings

The number of FDI notifications rose significantly from 68 in 2023–2024 to 100 in 2024–2025, averaging 8 per month. In 5 out of 100 notifications, a second-phase (screening) procedure was initiated. This is a lower proportion than in the mechanism’s first year. This may indicate broader awareness of the regime among investors and their advisors. However, this also signals that the scope is too wide, with too many low-risk transactions clogging the mechanism.  

The continued importance of complete and accurate information

From the numbers, it is clear that the ISC has become much more proactive. In 16 cases where investors had not spontaneously notified the investment, the ISC on its own initiative requested information on transactions to assess whether a notification should have been made. However, no formal ex officio procedures were launched.

Providing complete and accurate information in a notification remains of utmost importance. 15% of notifications lacked sufficient information to begin verification immediately, a slight improvement from 19% the year before. However, the ISC requested further details during the procedure in 7% of cases (or 7 in total), up from 6% (or 4 in total). This suggests that while documentation is more complete, the quality of the content of the filings remains an issue.

Although the legal timeframe for verification is 30 days, such requests for information (RFIs) stop the clock and can lead to delays in the verification procedure. Still, the average duration remained 31 days, as in the previous year. The report does not distinguish between cases with and without additional RFIs, leaving the length of suspensions unclear.

Sectors and investors: data and the United States are still on top

A few more trends are worth noting.

The nature of investments has shifted. While most 2023–2024 filings involved 25% or more ownership stakes, 45% of filings this year involved 10% or more stakes in companies with more than 100 million euros annual turnover.  5% of investments also involved biotech companies with more than 25 million euros annual turnover.

“Data and sensitive information” remains the most touched upon sector (21 transactions), followed by digital infrastructure (14), energy (13), health (12), and dual-use goods (9). Notably, transport and electronic communication dropped out of the top five. We should note, however, that one investment can touch upon multiple sectors.

The U.S. continues to lead as the top investor origin (45 investments), with the U.K. in second place (22). Japan (8), Canada (7), and China (5) now round out the top five, replacing Switzerland and India. The report does not clarify investments from which countries are still under review.

Key takeaways

The ISC’s second annual report reflects growing awareness among practitioners and investors of its existence and broad scope of application. Internal restructurings are not expressly excluded from the scope. Investments involving data and personal information are defined very broadly. Notifications for these sectors have doubled compared to last year. This also indicates that the net may be too wide.

The report shows a high number (22) of notifications involving purely internal restructurings.  In 8 cases, they did not even lead to a new ultimate beneficial owner.  One may wonder why such transactions continue to require notification.  This suggests that the European Commission’s proposal to exclude such investments from FDI screening is more than welcome. In the meantime, with no immediate amendments to the Belgian regime on the horizon, businesses are left with the same key piece of advice as last year: when in doubt, file. Better safe than screened.

An overview of key figures in the 2024-2025 period:

  • 100 FDI notifications were filed to the ISC, or on average 8 per month (compared to 68 in 2023-2024, or on average 6 per month).
  • The total transaction amount of the filed investments was EUR 6.967.330.215 (compared to EUR 2.063.295.544 in 2023-2024).
  • 5 notifications led to a (second phase) screening of the investment (compared to 5 in 2023-2024);
  • 89 investments were approved unconditionally, 2 notifications were retracted by the investor, 8 files are still under review, and no investments have been prohibited.
  • 1 investment notified in the 2023-2024 period (which was still being screened at the time of publication of the previous report) was approved with corrective measures.
  • No ex officio procedures were started (compared to 1 in 2023-2024).
  • For 15 notifications (or 15%), the verification procedure was delayed because of incomplete information (compared to 13 instances, or 19%, in the previous report).
  • In 7 files (or 7%) additional information was requested during the verification procedure (compared to 5 instances, or 6%, in the previous report).
  • The ISC requested information on its own initiative in 16 non-notified investments to determine whether notification was required.
  • The top five sectors touched upon by investors are: data and sensitive information (21 transactions versus 13 previously), digital infrastructure (14 versus 9), energy (13), health (12 versus 13), and dual use (9).
  • 45 ultimate beneficial owners come from the United States (versus 33 previously), 22 from the United Kingdom (compared to 22), 8 from Japan, 7 from Canada (compared to 2) and 5 from China (compared to 2).