Impact of FIRRMA on Real Estate Transactions: Concerns for Developers, Lessors, Lenders and Fund Managers

Expanded CFIUS Review of Foreign Investment in Critical Infrastructure and Property Near U.S. Facilities, New Filing Requirements

Recording of a 90-minute premium CLE webinar with Q&A

Conducted on Thursday, May 23, 2019

Recorded event now available

or call 1-800-926-7926

This CLE course will examine the Foreign Investment Risk Review Modernization Act (FIRRMA) and how it will impact real estate development, leasing, financing and investment. The panel will discuss what constitutes "critical infrastructure" and "proximity," and the steps that should be taken to comply with the new law. The panel will also discuss concerns for real estate investment funds that include foreign investors.


CFIUS is an inter-agency committee authorized to review the national security implications of foreign investments in U.S. businesses and to block transactions or impose measures to mitigate any threats to U.S. national security. The Foreign Investment Risk Review Modernization Act (FIRRMA), enacted in August 2018, expanded the scope of transactions subject to the Committee’s review to include certain non-controlling investments in U.S. businesses that deal with critical infrastructure, critical technology, or the personal data of U.S. citizens.

FIRRMA also provided CFIUS with authority to review real estate transactions—including leases, sales, and concessions—involving air or maritime ports or in close proximity to sensitive U.S. government facilities. Furthermore, in November 2018 the Committed launched a pilot program to require mandatory filings for non-U.S. investments in certain U.S. critical technology companies. Counsel must understand the new filing obligations and the Committee’s expanded authority under FIRRMA.

CFIUS review will become a necessary hurdle for a substantial share of real estate and critical infrastructure transactions involving foreign direct investment. This impact will extend beyond acquisitions to include financing, leases and formation of investment funds. Any transactions relating to critical infrastructure, property proximate to U.S. government facilities and facilities near sensitive U.S. national security installations will attract scrutiny.

Listen as our authoritative panel examines the expanded review powers of CFIUS under FIRRMA and how they must be addressed in real estate transactions. The panel will discuss property-level issues such as the meaning of "proximity" and "critical infrastructure," and issues fund managers must consider in soliciting or vetting foreign investors.



    1. Expanded review and reporting requirements
    2. Foreign parties impacted
  2. Covered transactions in real estate context
    1. Critical infrastructure
    2. Proximity to government facilities
  3. Implications for real estate investment funds
    1. Due diligence of foreign investors
    2. Mandatory reporting, CFIUS review


The panel will review these and other key issues:

  • How should counsel determine if a proposed property deal could be subject to CFIUS review?
  • What does a fund manager need to know about its investors to determine whether their involvement may impact the risk of CFIUS involvement or required mitigation?
  • Are there practical things investors, lessors or lenders can do reduce the risk of CFIUS involvement or reduce the impact on the value of the deal if CFIUS does become involved?
  • What are the practical steps and timelines for engaging with the regulatory process?


Connor, Stephanie
Stephanie L. Connor

Gibson Dunn & Crutcher

Ms. Connor has significant experience advising multinational companies on the effectiveness of their internal...  |  Read More

Tzinova, Antonia
Antonia I. Tzinova

Holland & Knight

Ms. Tzinova practices in the areas of international trade, foreign direct investment and industrial security. She...  |  Read More

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