CFIUS 2023 Annual Report Shows Record Penalties, 2024 Rules Signal Tighter Scrutiny
CFIUS reviewed 342 notices in 2023, launched 60 non-notified inquiries, and issued a record number of penalties, with new proposed rules signaling expanded authority and higher sanctions going forward.
CFIUS's 2023 Annual Report to Congress, summarized by Duane Morris, shows the interagency committee reviewed 342 covered-transaction notices and declarations, opened inquiries into 60 non-notified transactions, and issued a record number of penalties. The article situates these figures alongside 2024 proposed rules that the authors read as portending expanded CFIUS reach and larger monetary exposure for non-compliance, including in TID U.S. businesses and covered real estate. FIRRMA remains the statutory backbone, with Treasury-led final rules in 2020 imposing mandatory filings for certain foreign-government-linked, 25%-plus investments in critical-technology, critical-infrastructure, or sensitive-data businesses; in March 2024, the Secretary of Agriculture was added to the committee for agricultural transactions. Sophisticated counsel should expect heightened enforcement risk on cross-border M&A and minority investments, renewed attention to non-notified transactions, and evolving compliance expectations. Watch for Treasury's finalization of the 2024 proposed rules, any expansion of mandatory-declaration triggers, and additional penalty decisions that calibrate the practical cost of missteps or omissions.