Mexico Proposes CFIUS-Style National Security Review for Foreign Investment
A new presidential bill would create a mandatory, suspensory pre-closing authorization regime for foreign acquisitions of over 49% in designated sensitive sectors.
Mexico's executive branch has introduced a bill to establish a formal national security screening process for foreign direct investment (FDI), modeled on the CFIUS regime in the United States. If enacted, the law would create a mandatory, suspensory pre-closing filing for foreign acquisitions of more than 49% equity in Mexican companies operating in broadly defined "sensitive sectors" including critical technology, energy, and strategic infrastructure.
Counsel for foreign investors should care because the review body, the National Foreign Investment Commission (CNIE), would be expanded to include military and public security officials, shifting its focus from economic to national security criteria. Critically, the bill reverses the current default: under the proposal, CNIE's failure to act on a filing within the review period would result in a deemed denial, not an approval, shifting delay risk to the parties. The bill is a presidential initiative with majority support, making passage likely. Key details, such as the asset-value threshold for mandatory filings, remain to be determined by future regulation. Deal teams should monitor the legislative process and prepare to build this potential new clearance into transaction timelines and conditions.