French FDI screening: key takeaways from the French Treasury's 2025 annual report

The French Treasury has just published its annual report on foreign direct investment (FDI) control in France 

Here are a few useful insights:

Activity keeps growing, following steady growth over the past 10 years

  • 418 filings in 2025, which is slightly higher than in 2024 (392) and nearly four times the 2014 level (105).
  • Conversely, the proportion of requests for a prior ruling on whether a target is in scope has declined (there are only 30) – this could be explained by the investors’ desire to combine caution with efficiency: when in doubt, they prefer to file an application to streamline timelines. 72% of the 25 rulings issued found the activity out of scope.

Openness is the rule, prohibition the exception

  • 323 decisions: 167 clearances (52%), the rest described as out-of-scope findings (48%).
  • Only 7 refusals over the past four years – generally issued where no condition may protect national interests or because of the investor's profile (past FDI breaches, criminal convictions). Some filings are also withdrawn before a refusal.
  • The usual landing zone is a negotiated, conditional clearance: 49% of clearances (82) carried conditions. The report provides very practical illustrations for each legal category of conditions, which can be revised over time during the investment (6 of 7 revision requests were granted in 2025):
  • know-how and IP: prioritize patent filings in France;
  • governance: nationality requirement for CEO, security-cleared key staff, security committee with a State representative vetting strategic decisions;
  • ring-fencing sensitive information, incl. IT segregation from the investor.

New feature: a focus on out-of-scope targets

After stressing that each year, nearly half of the applications result in an out-of-scope decision, this year’s report provides a more detailed overview of the regime and a focus on common sector-specific examples of ineligibility that have been identified:

According to the report, should not be subject to control: 

  • re renewables (83% of the submissions were out of scope): inland wind or solar power plants under development or with a capacity of <50 MW (unlike offshore or overseas power plants or sites, or those with related activities such as R&D or energy storage);
  • re software (55% of the submissions were out of scope): software after-sales service or marketing, the development of software for advertising, training, HR management and customer relations, as well as data center colocation services;
  • re food security (>90% of the submissions were out of scope): companies with activities easily substitutable or that have small market shares, meaning they are not essential for ensuring national food security.

The report includes references to two structural regulatory changes

  • Since 17 August 2026 (Decree 2026-718 and Order of 30 July 2026), the 10% threshold for non-EU/EEA investors extends to French companies listed on designated non-EU markets, including London Stock Exchange and Swiss, Canadian, Japanese, South Korean and Singaporean stock markets.
  • Regulation (EU) 2026/1386, expected to apply from January 2028, sets a common minimum scope of screening mechanisms throughout the EU, requiring France to make some small adjustments to expand the scope in terms of dual-use items, electoral infrastructure and financial services.

Plenty of useful practical guidance. However, some additional details would have been welcome:

  • information on the actual processing times (as provided last year for reviews in the context of insolvency prodeedings); 
  • results of audits conducted and potential penalties imposed, in particular with regard to in-scope investments carried out without authorization.
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