EU FDI Screening in 2025 Shows 52% Increase in Filings but Intervention Levels Remain Steady 

On 14 October 2026, the European Commission (“Commission”) published its sixth annual report on FDI screening in the EU, covering data for the full year 2025. EU Member States have until 17 January 2028 to bring their national screening regimes into line with the revised FDI Screening Regulation (discussed in our client memo). Amendments to national regimes are expected through 2027, with the full impact of the reforms on FDI screening in the EU not expected until 2028.

Key Numbers

• Total inward investment into the EU increased by 9% over 2024/2025.

• Total FDI reviews at EU Member State level significantly increased in 2025 (4,773 notifications and ex officio cases, a 52% increase on 2024 and a 230% increase on 2022).

• Over a third of filings found to be out of scope, suggesting precautionary filings are being made where regime scope is unclear.

• 38% were formally screened (65% excluding Sweden, whose high number of notifications but lower levels of screening skew the figures). The percentage of deals screened (excluding Sweden) shows an upwards trend since 2022.

• Outcomes of FDI reviews were broadly unchanged in 2025 from 2024 and 2023 (87% unconditional clearances, 9% clearances with remedies, 1% prohibitions and 3% withdrawals).

• Significantly more cases were notified under the EU cooperation mechanism in 2025 (667, up 40% on 2024) and more went to Phase 2 of the screening process (12% in 2025, 8% in 2024 and 2023). Austria, France, Italy and Spain continued to make the most notifications under the cooperation mechanism.

• The Commission has only issued opinions in approximately 2% of cases notified.

Practical Takeaways for Investors

• Build FDI into deal timetables from the outset. With FDI filings up 52% in 2025 and all Member States now operating screening regimes, FDI clearances now often outnumber merger control filings – and there is no EU one-stop shop as for merger control. Include multi-jurisdictional FDI analysis in early-stage diligence for any EU target, including portfolio add-ons and smaller deals.

• Deal size offers little protection. Two-thirds of EU cooperation mechanism notifications in 2025 concerned investments worth under EUR 500 million, so mid-market and bolt-on transactions should not be assumed to fall below the radar.

• Ownership structure. Sponsors should carefully consider ownership structures and co-investment options as part of their risk analysis and to inform deal timelines. Exemptions in some Member States for direct EU purchasers will be removed by January 2028.

• Looking forward. The revised EU FDI Screening Regulation will apply from 17 January 2028, and national regimes will be amended to align with it. Investors with longer-dated EU deal pipelines or holding periods should monitor implementing legislation in key Member States.

National Filings in 2025

• Sharp rise in national filings. Member States handled 4,773 authorisation requests and ex officio cases in 2025, compared with 3,136 in 2024, 1,808 in 2023 and 1,444 in 2022. The steady increase is the result in part of new FDI regimes coming into effect.

• Falling percentage of formal screening cases. 38% of cases were formally screened in 2025, compared with 41% in 2024 and 56% in 2023, but Sweden skews the data (with a high number of notifications but a low percentage of screened transactions). Without Sweden, 65% of notifications to Member States would have been formally screened (67% in 2024).

• Interventions remain rare. Of the formally screened cases, 87% were cleared without conditions (86% in 2024; 85% in 2023); 9% were cleared with conditions or mitigating measures (also 9% in 2024; 10% in 2023); about 1% were prohibited (unchanged from recent years); and 3% were withdrawn before a decision (4% in both 2024 and 2023).

EU Cooperation Mechanism in 2025

• The EU cooperation mechanism allows Member States and the Commission to exchange information and views on foreign direct investments likely to affect security or public order. The Commission has no veto: the screening Member State must consider comments and opinions received but retains sole decision-making power.

• Record cooperation mechanism notifications. 21 Member States notified 667 investments in 2025, up 40% from 477 in 2024. This is the highest annual rise since the mechanism was introduced. Earlier years saw 488 notifications in 2023, 421 in 2022 and 414 in 2021. 88% were closed in Phase 1, within 15 calendar days (92% in both 2024 and 2023).

• Top four and top seven users of the cooperation mechanism. In 2025, the top four countries by number of cooperation mechanism notifications were Austria, France, Italy and Spain, totaling 65% of notifications. The top seven (adding Germany, Ireland and Lithuania) made 86%. In 2024, the top four (unchanged: Austria, Italy, France and Spain) made 76% of notifications and the top seven (adding Germany, the Netherlands and Lithuania) made 84%.

• Increase in smaller deals being notified. Smaller deals made up more of the cooperation mechanism notifications: in 2025, 66% of notifications were worth under EUR 500 million, up from 58% in 2024.

• Limited use of call-in power. The Commission again made only “limited use” of its call-in power to ask about transactions not undergoing screening (no figures provided).

• Manufacturing sector investments continue to give rise to most notifications. The top sectors by number of cooperation mechanism notifications in 2025 were manufacturing (27%), ICT (19%), financial activities (17%), wholesale and retail (13%), professional activities (8%) and energy (4%). The 2024 ranking was manufacturing (25%), ICT (22%), wholesale and retail (14%), financial (10%), professional activities (9%) and energy (6%).

• Investor origin. The share of cooperation mechanism notifications involving US investors fell to 33%, from 40% in 2024. The UK share of notifications fell to 9% (11% in 2024) and China/Hong Kong to 7% (9% in 2024), while the UAE rose to 5% (3% in 2024). Multi-jurisdiction deals rose to 27% of notifications (19% in 2024; 36% in 2023).

• More in-depth assessments. 12% of notified investments went to Phase 2 of the screening process in 2025, up from 8% in both 2024 and 2023. Manufacturing made up 53% of these (50% in 2024; 39% in 2023) and ICT almost a fifth. Among Phase 2 cases involving critical technologies, aerospace jumped to 28% (16% in 2024), while defence fell to 31% (37% in 2024). The Commission again issued opinions in less than 2% of cases.

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