National Security and Investment Act 2021

1. Introductory Text

2. PART 1 Call-in for national security

   1. CHAPTER 1 Call-in power

      1. 1. Call-in notice for national security purposes

      2. 2. Further provision about call-in notices

      3. 3. Statement about exercise of call-in power

      4. 4. Consultation and parliamentary procedure

   2. CHAPTER 2 Interpretation

      1. 5. Meaning of “trigger event” and “acquirer”

      2. 6. Notifiable acquisitions

      3. 7. Qualifying entities and assets

      4. 8. Control of entities

      5. 9. Control of assets

      6. 10. Holding and acquiring interests and rights: supplementary

      7. 11. Exceptions relating to control of assets

      8. 12. Trigger events: supplementary

   3. CHAPTER 3 Approval of notifiable acquisition

      1. 13. Approval of notifiable acquisition

   4. CHAPTER 4 Procedure

      1. Procedure in respect of notifiable acquisition

         1. 14. Mandatory notification procedure

         2. 15. Requirement to consider retrospective validation without application

         3. 16. Application for retrospective validation of notifiable acquisition

         4. 17. Retrospective validation of notifiable acquisition following call-in

      2. Voluntary notification of trigger event

         1. 18. Voluntary notification procedure

      3. Information, etc

         1. 19. Power to require information

         2. 20. Attendance of witnesses

         3. 21. Information notices and attendance notices: persons outside the UK

         4. 22. False or misleading information

3. PART 2 Remedies

   1. Assessment period

      1. 23. Meaning of “assessment period”

      2. 24. Effect of information notice and attendance notice

   2. Interim and final orders

      1. 25. Interim orders

      2. 26. Final orders and final notifications

      3. 27. Review, variation and revocation of orders

      4. 28. Orders: supplementary

      5. 29. Publication of notice of final order

   3. Financial assistance

      1. 30. Financial assistance

   4. CMA functions

      1. 31. Interaction with CMA functions under Part 3 of Enterprise Act 2002

4. PART 3 Enforcement and Appeals

   1. Offences

      1. 32. Offence of completing notifiable acquisition without approval

      2. 33. Offence of failing to comply with order

      3. 34. Offences: information and attendance of witnesses

      4. 35. Offences in relation to sharing information

      5. 36. Offences by bodies corporate etc

   2. Prosecution and penalties

      1. 37. Prosecution

      2. 38. Proceedings against partnerships etc

      3. 39. Offences: penalties

   3. Civil sanctions

      1. 40. Power to impose monetary penalties

      2. 41. Permitted maximum penalties

      3. 42. Review, variation and revocation of monetary penalties

      4. 43. Monetary penalties: criminal proceedings and convictions

      5. 44. Recovering penalties

      6. 45. Monetary penalties: cost recovery

      7. 46. Review, variation and revocation of cost recovery notice

      8. 47. Enforcement of cost recovery notice

   4. Civil proceedings

      1. 48. Enforcement through civil proceedings

   5. Judicial review and appeals

      1. 49. Procedure for judicial review of certain decisions

      2. 50. Appeals against monetary penalties

      3. 51. Appeals against costs

   6. Territorial application

      1. 52. Extra-territorial application and jurisdiction to try offences

5. PART 4 Miscellaneous

   1. Administrative requirements

      1. 53. Procedure for service, etc

   2. Information gateways

      1. 54. Disclosure of information

      2. 55. Disclosure of information held by HMRC

   3. CMA information

      1. 56. Duty of CMA to provide information and assistance

   4. Data protection

      1. 57. Data protection

   5. Minor amendments, etc

      1. 58. Minor and consequential amendments and revocations

   6. Disclosure of information under the Enterprise Act 2002

      1. 59. Overseas information disclosure

   7. Defamation

      1. 60. Defamation

   8. Annual report

      1. 61. Annual report

6. PART 5 Final provisions

   1. 62. Transitional and saving provision in relation to the Enterprise Act 2002

   2. 63. Regulations under this Act

   3. 64. Financial provision

   4. 65. Interpretation

   5. 66. Short title, commencement and extent

7. SCHEDULES

   1. SCHEDULE 1

      Trigger events: holding of interests and rights

      1. 1. Joint interests

      2. 2. Joint arrangements

      3. 3. Indirect holdings

      4. 4. Interests held by nominees

      5. 5. Rights treated as held by person who controls their exercise

      6. 6. Rights exercisable only in certain circumstances etc

      7. 7. Rights attached to shares held by way of security

      8. 8. Connected persons

      9. 9. (1) Two or more undertakings are connected if they are...

      10. 10. (1) An individual, A, is connected with another individual, B,...

      11. 11. Common purpose

      12. 12. Arrangements

   2. SCHEDULE 2

      Minor and consequential amendments and revocations

      1. 1. The Enterprise Act 2002 is amended in accordance with paragraphs...

      2. 2. (1) Section 23 (relevant merger situations) is amended as follows....

      3. 3. Omit section 23A.

      4. 4. In section 35(7) (questions to be decided in relation to...

      5. 5. In section 36(6) (questions to be decided in relation to...

      6. 6. In section 48(3) (cases where references or certain questions need...

      7. 7. In section 58 (specified considerations), omit subsections (1) and (2)....

      8. 8. In section 59 (intervention by Secretary of State in special...

      9. 9. In section 153 (specified considerations), omit subsection (2).

      10. 10. In paragraph 20(1) of Schedule 8 (national security) omit “(within...

      11. 11. In consequence of the preceding paragraphs, the following are revoked—...