knowledge 12 January 2026 |

The Irish FDI screening regime at one year

Notifications are handled by the Inward Investment Screening Unit (“IISU”) at the Department of Enterprise, Tourism and Employment (“Department”), while the Minister for Enterprise, Tourism and Employment (“Minister”) is the decision-maker under the Act.

In this briefing, we look back at four key themes which we have observed in relation to the screening process with the IISU in 2025 and we consider some important anticipated developments in 2026. ¹

1. Scope of certain sensitive sectors remains a challenge

Prior to the commencement of the Act, the Department consulted upon and revised several drafts of a guidance document (“Guidance”),²  providing further detail on the jurisdictional thresholds and screening procedure in the Act.

The Guidance provided welcome clarity on many of the key concepts in the Act, including the jurisdictional thresholds and notification procedure. That said, parties may continue to experience difficulties in ruling certain transactions outside the scope of the sensitive sectors which may trigger a mandatory notification and therefore submit ‘precautionary’ filings in such borderline cases.

In the case of the ‘critical infrastructure’ sector, for example, the Guidance suggests that parties should conduct an “assessment of criticality” by reference to the circumstances in Article 6(2) and 7(1) of EU Directive 2022/2557 on the resilience of critical entities (“CER Directive”). This includes an assessment of whether an incident would have significant disruptive effects on the provision by the target of one or more essential services by reference to specific factors, but limited guidance exists as to how these factors should be applied.

We note that similar difficulties exist in certain other FDI regimes in the European Union, on the basis that a high volume of precautionary filings appear to be made across a number of EU Member States. In 2024, out of a total of 3,136 requests for authorisation and cases that were initiated by the authorities themselves (ex officio cases) in EU Member States, 41% were formally screened while about 59% were deemed ineligible or did not require formal screening.³

2. Willingness to screen out borderline transactions at an early stage

In appropriate cases, the IISU has been willing to issue a ‘no screening required’ letter, allowing parties to avoid screening and proceed to close the transaction.

As the first step following notification, the IISU will assess whether or not a screening notice will be issued, which confirms that the Department considers the transaction satisfies the notification thresholds and will be screened. The Act is silent on what happens where it is considered that the transaction is not within scope. However, under the Guidance, the Department committed to issuing a letter to the parties in such cases, confirming that mandatory notification does not apply.

The Department has shown willingness to issue a ‘no screening required’ letter in a short period after filing (approximately 2 weeks in our experience), which has provided a welcome mechanism for filtering out borderline cases at an early stage.

3. Clearance generally well in advance of statutory deadline

On top of a willingness to issue a ‘no screening required’ letters, where screening occurs, the Department has generally issued clearance well in advance of statutory deadlines.

Under the Act, the Minister has up to 90 days from the issuance of a screening notice to issue a screening decision, which he or she may extend by a further 45 days by written notice. This allows for a potentially lengthy review period, considerably longer than a typical “Phase 1” merger control review.

In the notifications we have handled to date, however, clearance has been received within approximately 45 calendar days on average from the date of the screening notice. It is hoped that the ‘swifter than statutory’ reviews can continue in the next year.

4. Transparency

In common with other foreign investment screening regimes in the EU, the Department provides only limited reasoning in ‘no screening required’ letters, screening notices and clearance decisions, and also does not release any public record of the decision. This is perhaps unsurprising given the nature of a national security review, but it nonetheless limits the ability of parties and advisors to consult decisions on prior transactions for precedent purposes. This issue may come into sharper focus when the Department is seeking remedies from parties to allay national security concerns.

Looking ahead to the coming year

2026 promises further developments in the FDI space, both in Ireland and at EU level. Some of the key expected developments are as follows:

• Ministerial report: Under the Act, the Minister is required to provide a report to the legislature on the operation of the Act by 6 April 2026. It is hoped that this will provide users of the regime and their advisers with further insights into the profile of transactions which are likely to be screened.
• Identification of critical entities: The CER Directive (which as noted above is relevant to the ‘critical infrastructure’ sector) requires Member States to identify the critical entities for the sectors and subsectors set out it in the Annex by 17 July 2026. Once the relevant sectoral authorities in Ireland have published their lists of such entities,⁴ we anticipate that it will become more straightforward to determine whether or not transactions potentially involving this sector require notification.
• Revised EU FDI regime: On 11 December 2025, the EU institutions reached a provisional agreement on a new FDI regulation aimed at making national screening mechanisms in the EU more effective and more efficient for investors and Member States. According to the European Commission, there are still noticeable differences between national screening mechanisms. The proposed new regulation will introduce a common minimum level of harmonisation across the EU, requiring for example mandatory screening mechanisms in all Member States, a common minimum sectoral scope,  more harmonised deadlines, and screening of intra-EU investments where the investor is ultimately owned or controlled by individuals or entities from non-EU countries. The regulation is expected to be adopted by the institutions in the first quarter of 2026, after which Ireland and other Member States will have 18 months from the entry into force of the regulation to ensure their national screening rules are compliant.