CFIUS Advisory for Cross-Border Transactions
The Committee on Foreign Investment in the United States (CFIUS) reviews foreign acquisitions and investments for national-security risk — and transactions with Chinese nexus face intense scrutiny. Artisan Business Group helps investors, acquirers, and U.S. targets assess CFIUS exposure, determine filing requirements, and navigate the review process.
The Problem
CFIUS review can block or unwind a deal, impose mitigation conditions that fundamentally change its economics, or trigger months of uncertainty that kills financing and partner confidence. Most cross-border deal teams underestimate CFIUS risk until it is too late to restructure the transaction. Since FIRRMA expanded CFIUS jurisdiction in 2018, mandatory filings apply to many minority investments in U.S. critical-technology, critical-infrastructure, and sensitive-personal-data companies — and voluntary filings carry strategic risk if a deal closes without review and CBP identifies it later.
How We Help
- CFIUS jurisdiction analysis — determining whether a transaction triggers CFIUS review and whether filing is mandatory or voluntary
- National-security risk assessment — identifying the specific sensitivities that CFIUS will examine
- Filing strategy — recommending whether to file voluntarily before close or proceed and monitor
- Transaction structuring — advising on deal structures that reduce CFIUS exposure
- Mitigation strategy — preparing for likely mitigation conditions (e.g., security agreements, board restrictions)
- Ongoing monitoring — tracking CFIUS policy trends relevant to your industry and deal pipeline
Our Process
Jurisdiction Screen
Determine whether the transaction is covered by CFIUS and whether filing is mandatory under FIRRMA.
Risk Profile Assessment
Identify the national-security sensitivities — technology, data, proximity to government facilities — that will drive CFIUS review.
Filing Strategy
Recommend the optimal filing path: voluntary notice, short-form declaration, or proceed without filing.
Submission Support
Assist in coordinating with legal counsel on filing preparation and CFIUS engagement.
Mitigation Preparation
Prepare clients for likely conditions — security agreements, technology controls, board-access restrictions.
Who This Is For
- Chinese and Asian investors acquiring or investing in U.S. companies
- U.S. companies accepting foreign investment or being acquired by foreign buyers
- Private equity and venture capital funds with foreign limited partners investing in sensitive U.S. sectors
- Family offices making cross-border investments in technology, infrastructure, or real estate near sensitive facilities
- Deal teams and in-house counsel who need a second opinion on CFIUS risk before signing
Frequently Asked Questions
What transactions trigger a mandatory CFIUS filing?
Since FIRRMA (2018), mandatory declarations are required for foreign government-controlled investments in any U.S. business, and for certain foreign investments in U.S. TID businesses — those involving critical Technologies, critical Infrastructure, or sensitive personal Data. The TID categories are broad: semiconductor design and manufacturing, AI, biotech, advanced energy, telecommunications infrastructure, and any company with access to U.S. government personal data. Mandatory declarations must be filed no later than 30 days before the expected close date.
What triggers a CFIUS review of a Chinese-linked acquisition?
CFIUS scrutinizes any investment where a Chinese person or entity — including funds with Chinese limited partners — would gain control of or certain minority rights in a U.S. business. Beyond control, CFIUS reviews investments that give a foreign person access to material nonpublic technical information, board or observer rights, or involvement in substantive decision-making. Even passive investments below the typical thresholds can trigger review if the U.S. business is in a sensitive sector. CFIUS has also scrutinized transactions structured to obscure Chinese beneficial ownership.
What is the difference between a CFIUS notice and a declaration?
A short-form declaration (typically 30 pages or less) is faster — CFIUS has 30 days to respond — but CFIUS can request a full notice at the end of that period, restarting the clock. A full voluntary notice triggers a 45-day initial review, extendable to a 45-day investigation phase, with a potential 15-day presidential decision period. For most Chinese-linked deals in sensitive sectors, teams should plan for the full notice timeline. Declarations are appropriate for lower-risk transactions where the primary goal is clearing CFIUS before close.
Can CFIUS review a deal that already closed?
Yes. CFIUS has authority to review completed transactions — and if it determines a national-security risk exists, it can require divestiture. Since 2018, CFIUS has been more aggressive in reviewing non-notified deals, particularly those involving Chinese investors in sensitive technology companies. A closed transaction without a CFIUS filing is not necessarily safe; CFIUS can self-initiate a review if it learns of a covered transaction. This is one reason voluntary filings remain strategically important even when mandatory filing does not apply.
How long does a CFIUS review take, and how does it affect deal timing?
A declaration takes 30 days; a full voluntary notice takes 45 days (initial review) plus up to 45 days for investigation and 15 days for presidential action — up to 105 days in the worst case. In practice, most deals that receive clearance do so within 60–75 days. Deals involving Chinese investors in critical-technology sectors routinely go to investigation. The timing impact is significant: most purchase agreements now include CFIUS conditions and termination rights, and financing timelines must account for the full review window.
Related Insights
Ready to address your exposure?
Book a confidential consultation with Brian B. Su.
Book a ConsultationRelated Services
Engagements available as Intelligence Briefs, Project Engagements, or Retained Advisory. See how we work →