The New National Security & Investment Regime - An Introduction for Corporate Lawyers

Introduction

On 29 April 2021, the National Security and Investment Bill became law as the National Security and Investment Act (the 'NSI Act'). This virtual classroom seminar will a provide a general introduction to the new Government investment screening department. It is aimed at those involved in pre-consultation or those with clients seeking guidance.

The National Security and Investment regime replaces the Secretary of State’s ability to scrutinise mergers which give rise to a national security consideration under the Enterprise Act 2002.

The Act requires domestic and overseas investors to make a mandatory notification if they are buying companies in 17 sensitive sectors and this session will explore the activities and sectors that are in scope or relevant to each point below with an examination of key concepts.

What You Will Learn

This live and interactive session will cover the following:

• Mandatory notification regime
• Voluntary notification regime - Factors to consider when deciding whether to voluntarily notify
• Government’s Call in Power - Government policy
• Examination of key concepts including:
• Sensitive sectors
• Which entities are caught
• When may an asset acquisition fall into scope
• How are voting interests and interests in shares assessed
• What is material influence of policy
• The screening process (framework and time scales)
• Possible outcomes for parties including remedies, retroactive actions and (interim and final) orders
• Publicity
• Sanctions
• Interaction with other regimes
• Key points on transactions and investments
• Mitigating transaction risk
• Due diligence on NSI risk
• Conditions
• Insurance
• Takeover timetable and strategy
• Impact on auctions for sellers/target and acquirers
• Pre-transaction structuring

Recording of live sessions: Soon after the Learn Live session has taken place you will be able to go back and access the recording - should you wish to revisit the material discussed.