Mexico
Toward a new national security screening regime
On August 28, 2026, President Claudia Sheinbaum submitted a bill to amend the Foreign Investment Act (the "Bill"), which would establish a new mechanism for the prior review of certain foreign investments on national security grounds.
If enacted as proposed, the amendment would introduce an additional layer of foreign investment regulation in Mexico, with particular implications for M&A transactions in sensitive sectors.
Key Aspects
- New prior authorization requirement. The proposed amendment would require prior authorization from the National Foreign Investment Commission (CNIE) for acquisitions by foreign investors of more than 49% of the capital stock of Mexican companies whose assets exceed a certain threshold (yet to be determined) and that operate in sectors considered sensitive to national security.
- Sectors and technologies subject to review. The proposed regime would cover (i) strategic infrastructure, such as energy, transportation, communications, mining, and data; (ii) critical and dual-use technologies, including artificial intelligence, semiconductors, cybersecurity, and quantum technologies; (iii) the supply of critical inputs, such as energy and raw materials; (iv) food security; and (v) access to sensitive information. It would also include an open-ended provision allowing the CNIE to expand the list without further legislative amendment.
- Consequences of noncompliance and impact on transactions. Fines would range from 5,000 to 200,000 times the daily value of the Mexican Unit of Measurement and Update (Unidad de Medida y Actualización), and the underlying acts could be declared null. Also, M&A transactions in sensitive sectors would need to address any CNIE authorization requirement at an early stage and factor the review periods into the closing timetable.
For more information, please contact our specialists through the Knowledge and Innovation Area.