Belgian FDI screening: growing scrutiny, persistent uncertainty

During the reporting period, the ISC was called upon for review of a total of 191 filings. This marks a spiking increase in comparison to previous years with 100 filings in 2024-2025 and 68 in 2023-2024. However, this did not translate into an increase in interventions: out of the 191, 162 filings were cleared unconditionally, two were cleared subject to mitigating measures and 27 remained pending. A second-stage screening procedure was initiated in eight filings, with two of them authorised under mitigating measures, three cleared without conditions and the three remaining still pending. These second-stage outcomes are included in the overall figures. No filing was refused within the reporting period, although that changed not long after.

When looking at the origin of the investments, the US leads with investors involved in 91 transactions, followed by the UK (46), Canada and Switzerland (12 each) as well as China (8). Moreover, the fields of activity subject to the most filings are sensitive information and personal data (43 filings), energy (28 filings), digital infrastructure (13 filings), healthcare (13 filings) and dual-use technologies (12 filings). A transaction may concern more than one sector.

Not long after the end of the reporting period, NHV Group announced on 5 August 2026 that its proposed acquisition would not proceed following Belgium’s first publicly reported FDI prohibition. The planned acquisition by GD Helicopter Finance (GDHF) of NHV Group, a Belgian helicopter company with services focused on offshore renewable energy, was put to a halt by the Belgian screening authority following an ISC-coordinated review establishing its sensitive nature with regards to the aviation, energy and defense sectors. Based in Ostend, NHV Group is currently majority-owned by the French private equity house Ardian, while its would-be acquirer, GDHF, is based in Dublin and is a subsidiary of Shanghai-based aviation services company GDAT Group.

The detailed reasons for the NHV decision have not been made publicly available. However, press reports have provided information on potential motives. The first reported concern is linked to NHV’s prospective role as a maintenance subcontractor for helicopters ordered for the Belgian armed forces and federal police. Secondly, a major part of NHV’s activities relates to offshore wind farms as well as oil and gas platforms located along the North Sea. These activities could raise concerns under the Belgian screening framework about critical infrastructure and access to sensitive information. These concerns also touch upon matters of national security, a cornerstone principle to the Belgian screening mechanism. Their precise role in the decision remains unconfirmed.

In a context where the vast majority of deals reviewed under this mechanism get approved, this decision is a significant exception. Even in situations where a potential risk arises, mitigating measures may allow a transaction to proceed rather than be refused. The case illustrates the potential sensitivity of combining a Belgian company that plays a role in critical infrastructure with a foreign buyer linked to a country which raises geopolitical concerns. Such links do not alone justify prohibition: restrictions must satisfy applicable EU law requirements, including justification and proportionality. Increased scrutiny of foreign investments across the EU gives national authorities the opportunity to assess impact on their strategic interests before a deal goes through.

Cases like these revisit long-standing concerns expressed by stakeholders regarding the Belgian screening framework.

3.1 Lack of transparency in decision-making 

Individual case details are not generally made public. While confidentiality may be key to some aspects of the procedure, limited access to decisional practice can make it harder for parties to anticipate potential outcomes or prepare their filing. This does not mean that parties lack procedural safeguards: Article 20 of the Cooperation Agreement provides access to non-confidential file material, written observations and a hearing on request, while Article 29 provides judicial recourse.

3.2 Insufficiently defined scope of application

A wide range of deals must be reported to the ISC[1]. Broad sector descriptions and limited public decisional practice can make borderline cases difficult to assess. Importantly, a low perceived security risk does not itself remove a filing obligation where the jurisdictional conditions are met. Therefore, companies often report the deal to be on the safe side, which entails the mobilisation of important resources by parties to ensure filing is done correctly as well as delays in the contemplated transaction.

Change is underway at EU level: Regulation (EU) 2026/1386 of 17 June 2026 on the screening of foreign investments in the Union (the Regulation) entered into force on 16 July 2026. Once it takes full effect in January 2028, it will replace the original EU framework adopted in 2019, subject to transitional arrangements for investments already undergoing screening or completed by that date. Under the new Regulation, EU Member States will have to follow common minimum standards, including:

• The publication and regular updating by Member States of detailed guidance on scope, filing thresholds and triggers, timelines and procedural rules, to the extent not laid down in national law[2].
• An effective opportunity for parties to express their position before any corrective measures, refusals or unwinding are decided upon[3]. Belgian law already provides response and hearing rights under Article 20 of the Cooperation Agreement.

All EU Member States must ensure that their national screening regime comply with these minimum standards by 17 January 2028. Certain provisions apply earlier. In particular, the European Commission must set up a secure database available to all EU Member States by 17 July 2027, containing information on investments notified through the EU cooperation mechanism and the outcomes of national assessments[4].. This is an inter-authority information-sharing tool, not a public database of screening precedents.

According to the ISC’s report, amendments to the Cooperation Agreement are already in the works, especially with regards to the procedural timelines established by the Regulation. The new framework provides for an initial review within 45 calendar days of a complete filing to determine whether an in-depth investigation is necessary[5].

The ISC’s report also confirms that the increase in filings reflects an increasingly robust screening framework. The ISC sent 27 information requests concerning potentially unnotified transactions. Implementation of the Regulation should improve transparency and accessibility of information but will not remove confidentiality constraints. To prospective investors, the advice remains the same: assess the applicability of the framework early and seek clarification where appropriate, plan any required FDI filing early enough in your transaction timeline, and do not underestimate the proactive role of the ISC as it becomes more established in its functions.