Legal Alerts/26 Oct 2026

Finland Overhauls FDI Screening: What Investors Need to Know Before the New Regime Takes Effect

On 22 October 2026, the Finnish Government submitted to Parliament its proposal for a new Foreign Direct Investment (FDI) screening regime. The proposed new Investment Screening Act would better reflect and address the changing security environment, evolving critical technologies, and investment structures which have grown increasingly complex over the years. As a key novel element, the new Act would extend coverage beyond investments in existing Finnish companies and businesses and include, as a new tool, targeted screening of significant greenfield investments.

The new Act is targeted to enter into force on 1 April 2027 and is expected to capture all investments that have not been completed or notified by that date. Accordingly, investments in the pipeline that are unlikely to close before 1 April 2027 should also consider the requirements of the new Act.

The new regime would substantially broaden the scope of FDI screening in Finland in three respects:

Broader scope of monitored investments: in addition to bringing certain greenfield investments within the scope of the new Act, the range of entities subject to monitoring would also otherwise significantly expand, reflecting a wider scope of activities deemed critical in the prevailing geopolitical environment (see in further detail below);
New thresholds: new filing thresholds would subject investments exceeding 66.6% and 90% ownership/interest to mandatory screening (in addition to the prevailing thresholds of 10, 33.3 and 50%); and
Mandatory pre-closing approval: the current EU/EFTA exception would be removed, and consequently, all non-Finnish investors would need to obtain approval before closing.

Initial estimates suggest the new Act will roughly triple the number of Finnish FDI filings at first, settling at around double the current level over the longer term. In 2025, altogether 41 FDI filings were made in Finland, so the number is expected to rise well above 100 once the new Act takes effect.

Broader scope of monitored investments

The broader scope of monitored investments is reflected both in (1) the existing businesses covered by the new Act and (2) the new tool of targeted screening of greenfield investments.

The new Act would, in essence, clarify and expand the scope of monitored entities when it comes to existing operative businesses. Monitored entities would include Finnish companies, businesses and entities whose activities, products, or services in Finland trigger at least one of the following eight categories.

The new categories of monitored entities	Comparison to the prevailing FDI regime
1. Production or supply of defence materiel or other products or services important for national defence	Defence sector: As under the current rules, defence sector companies – i.e., companies which produce or supply defence materiel and other products important for national defence – would remain subject to screening; the new scope would also include companies which plan to supply to the Finnish defence sector.
2. Export and intra-EU transfers of dual-use items 3. Production, development and significant use of dual-use items in Finland	Dual-use sector: As under the current rules, companies that handle dual-use items in Finland would remain subject to screening. The scope would, however, be clarified and narrowed to cover only: (i) export and intra-EU transfers of dual-use items, and (ii) Finnish operations that involve significant use of dual-use items. For example, development and sales of dual-use items would still remain in scope, but certain distribution, resale, transport, and freight forwarding activities or use for internal purposes would fall outside the new scope.
4. Supply of critical products or services to Finnish security authorities 5. Access to certain confidential or security-classified information	Security sector: As under the current rules, security sector companies would remain subject to screening; however, the scope would be clarified to cover, in addition to supplies to Finnish security sector authorities, also certain type of activities, products and services which involve access to confidential or security-classified information.
6. Certain type of ICT and information security services that are essential for national security, the comprehensive security, or security of supply	ICT & information security: In relation to security sector companies, the new Act would point out the key importance of certain type of ICT activities and require screening of ICT companies or businesses solely on the basis of their production and supply activities.
7. Other type of activities, products or services relating to security of supply, critical infrastructure or other functions vital to society	Other monitored entities based on national interests: As under the current rules, other monitored entities would further remain in scope, however, they would be subject to a mandatory filing requirement rather than the current voluntary regime.
8. Activities within the scope of the new EU Screening Regulation	Other monitored entities based on joint EU interests: Such activities which do not fall under the scope of the categories 1–7 but fall under the scope of the new EU Screening Regulation would further be in scope (for example, certain financial market infrastructure activities and activities in relation to voting systems).

Targeted screening of greenfield investments

Greenfield investment screening would cover: (1) foreign investments in a new Finnish company, business unit, or entity being established to carry out activities that involve key economic inputs and significant risks; as well as (2) foreign investments in an existing Finnish entity that has not yet started operations but plans to carry out such activities in the future.

Where the aim is to acquire a 10% ownership interest or a “corresponding level” of actual influence (for example, through veto rights) in a strategic greenfield project, it will be crucial to assess in detail at what stage of the project a filing is needed. A foreign greenfield investment triggers the FDI filing obligation only where the plans to start such activities are sufficiently concrete, though not all contracts, decisions or permits need be in place.The assessment requires a detailed, holistic assessment of the investment and the investor and indicators include, for example, business plans, incorporation and financing documents, permit applications and contract negotiations. It will be important to cover all relevant aspects in a greenfield FDI filing, since the approval covers, in principle, also the monitored entity's future development and no subsequent filing is needed unless there is a material change in its activities or a triggering change in its ownership.

Targeted greenfield screening would cover investments into the below type of projects:

Defence-related projects which would aim to carry out production or supply of defence materiel or other products important for national defence (covering, for example, certain upcoming supplies to defence sector customers);
Dual-use projects which would aim to carry out production or development of dual-use items in Finland;
Ports where the investment concerns construction or maintenance of port infrastructure/operation or cargo-handling services (vessel refuelling/bunkering and waste reception are excluded from the scope);
Airports where the investment concerns construction or maintenance of airport/airfield infrastructure, or the provision of ground handling services;
Logistics terminals where they aim to serve defence sector or sectors deemed critical for security of supply (including the food supply, healthcare, liquid fuel, gas, and hydrogen);
Data centres involving data centres and related services which meet the capacity or activity criterion as follows (1) potential electrical capacity of at least 100 MW or (2) data centres, irrespective of their capacity, which aim to produce or supply certain activities deemed critical in relation to national security or security of supply (for example, activities covering certain type of AI or quantum technology, access to security classified information, supplies to certain Finnish authorities or the use of dual-use items);
Large energy projects and gas networks: certain energy projects:
1. exceeding specified capacity thresholds, covering
  - – wind and solar power with capacity of at least 300 MW;
  - – other electricity generation or storage with capacity of at least 100 MW;
  - – hydrogen production if the production capacity will be at least two tonnes of hydrogen per hour;
  - – district heating or cooling production at a single production facility exceeding 100 MW, or in a district heating and cooling system whose total output exceeds 100 MW; and
  - – projects whose capacity, as individual implementations, falls below the above-mentioned capacity thresholds, but which, when carried out by the same foreign investor, together form a whole that exceeds the above-mentioned capacity thresholds; as well as
2. which concern licensable network operations under the Natural Gas Market Act (587/2017), and critical services related to the operation of such networks; and
Mining and processing projects related to strategic raw materials (SRMs) as listed by the EU regulation (such as cobalt, copper, lithium, nickel, platinum group metals, etc.) and which include extraction, processing, recycling, or utilisation activities, or storage of such materials.

Finnish FDI authorities going forward

The National Emergency Supply Agency (NESA)	The new FDI screening process would be two-phase, and simple filings would be covered in Phase I by the new FDI authority, NESA, within a 45 calendar days’ deadline. The NESA could only approve investments without conditions.
The Ministry of Economic Affairs and Employment (MEAE)	Cases requiring in-depth review would be referred to the Ministry of Economic Affairs and Employment (MEAE) for Phase II, and the MEAE could also use its call-in powers to review certain investments of particular interest filed to the NESA. Similarly to its current position, the MEAE would have a sole discretion to impose necessary remedies (where the parties undertake to comply with them) and it would not have any statutory deadline for its FDI review.
The Government plenary session	Similarly to the current position, investments could only be restricted by the Finnish Government.

Remedies

As under the current rules, imposing remedies is still possible where the parties commit to them. However, the new rules would allow the MEAE broader possibilities for remedies as the proposed new Act would remove the link to safeguard a ‘key national interest’. Any imposed remedies must, however, still be necessary, essential and feasible in the specific case.

FDI remedies may vary case by case to a large extent from divestments of critical assets to retaining certain capabilities in Finland and from reporting obligations to specific security arrangements.

Sanctions

As under the current rules, the FDI authority could ask an investor to file an FDI application if they failed to do so. As a last resort under the new rules, the MEAE could declare the transaction void and order corrective measures — for example, requiring the shares to be transferred back, barring the investor from exercising voting rights, or barring the investor (or their representative) from sitting on the target's board.

The new Act would also allow an administrative fine for failure to file capped at the higher of 10% of the investor's worldwide group-wide turnover or EUR 10 million (EUR 500,000 for a natural person).

Next steps

The new Act is targeted to enter into force on 1 April 2027 and is expected to capture all investments that have not been completed or notified by that date. Transactions and greenfield investments currently in the pipeline that are unlikely to close before 1 April 2027 should assess now whether the new regime will apply to them – and plan filing strategy accordingly.

We will continue to follow the next steps of the legislative process closely and are happy to discuss any questions you may have regarding the Finnish FDI matters.