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The Red Flags FIRB Is Looking for on Foreign Investment

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The Red Flags FIRB Is Looking for on Foreign Investment Today's Paper Markets Data Events Lists Policy Economy Foreign investment Print article Analysis The red flags FIRB is looking for on foreign investment JJJohnohnohn K KKehoehoehoeee Senior writer Aug 19, 2020 – 12.00am Save Share Foreign investment advisers say there are a few simple steps corporate bidders and their acquisition targets can take to help streamline approval by the Foreign Investment Review Board and Treasurer. The federal government has tightened the noose on foreign investment, bowing to pressure from national security and economic sovereignty forces during the COVID-19 pandemic. Few people feel better placed to advise on navigating FIRB than Lachlan Molesworth, a director of newly established firm Foreign Investment Advisory Australia. Molesworth, a lawyer, was foreign investment adviser to the then-treasurer Scott Morrison between 2015 and 2018, when Morrison took the unprecedentedunprecedented stepstep ofof bloblockingckingcking the thethe prop propproposedosedosed 99-y 99-y99-yearearear lease leaselease of the NSW government's power asset, Ausgrid, to either Chinese state-owned company State Grid, or Hong Kong-based Cheung Kong Infrastructure. Molesworth says the temporary zero dollar threshold for all foreign acquisitions temporarily introduced during COVID-19 means FIRB applications have become a "two- prong" process. Lachlan Molesworth, FIA Australia director, says the FIRB process has become more complicated. Due to a backlog of deals, FIRB has shifted from a merits-based application process dealing with the earliest applications first, to a priority-based system. First, applicants must explain why their deal should be expedited and not wait for up to six months, up from the previous maximum of 30 days. The impact on employment, size of a deal and the pressing nature of the transaction are valid reasons FIRB may consider for prioritisation. Second, and only then, will the merits of the foreign investment application be considered. "Unless you have experience on these transactions coming through it's very difficult for applicants," Molesworth says. Corrs Chambers Westgarth head of corporate Sandy Mak says the approval timelines depend on how experienced advisers are in dealing with FIRB. She says FIRB has become more proactive in compliance and enforcement of deals, including monitoring transactions noted in the media and contacting parties who had not applied to FIRB. FIRB's transformation is occurring in two phases. Tougher national security test Since March every foreign acquisition, capital raising and five-year commercial property lease must be screened, to stop opportunistic foreign buyers seizing on financially distressed local companies and to safeguard the national interest during COVID-19. Second, the government is developing long-term permanent changes by proposing a toughertoughertougher national nationalnational securit securitsecurityyy test testtest for private investors acquiring critical infrastructure such as energy and water utilities, technology, personal data and defence-related assets. "With the recent proposed changes we probably have the most delphic and complex foreign investment regime in the world due to the new national interest test," Molesworth says. "Other countries have more restrictive regimes, but they rely on a 'bright line' test that rules things in and out like electricity and water assets." He says assets controlling customer data are "absolutely a red flag", including in the healthcare, retail, logistics and communications sectors. To placate the concerns of national security agencies advising FIRB, businesses may need to ensure no foreign personnel have access to the local data, an Australian-based board with an independent chair and, potentially, a joint-venture structure with a local trusted partner. Molesworth's new colleagues at FIA Australia are Morrison allies: Liberal-aligned businessman Scott Briggs and government relations adviser David Gazard. Former Australian Competition and Consumer Commission boss Allan Fels advises on competition issues, one of the major FIRB criteria. FIRB also considers nationalnational securitsecurity,y,y, impact impactimpact on onon the thethe econom economeconomyyy and andand communit communitcommunity,y,y, character charactercharacter ofofof the thethe in ininvvvestorestorestor,,,, , tax taxtaxtaxtax and andandandand en enenenenvironmentalvironmentalvironmental compliance compliancecompliance. Briggs, a former lawyer and investment banker, says FIRB is "no longer the rubber stamp it used to be". "The FIRB application used to be one of the final prepared parts of due diligence," he says. "Now they need to have regard to it much earlier in the deal." Different to Costello days Gazard worked as a media adviser in the Howard government when then-treasurer Peter Costello blocked the Royal Dutch Shell Group's proposed takeover of Woodside Petroleum – the only major deal Costello blocked in his 11 years as treasurer. Gazard says back then buyers and sellers only had an investment bank and law firm. "Nowadays there is more politico-regulatory risk between the investment banks and law firms," he says. "Australia has always welcomed foreign capital but there are politically sensitive acquisitions in some sectors." Gazard is a registered external lobbyist for companies including buy now, pay later provider Afterpay, oil major BP, the Brewers Association of Australia, American hedge fund Oaktree Capital, private equity firm TPG Capital and conglomerate Wesfarmers, according to the government's lobbyist register. He insists FIA Australia is not a lobbying firm and provides deal structuring advice to smooth the process with FIRB. How the coronavirus is changing markets, business and politics. SIGN UP NOW Coronavirus: Need to know. Our daily reporting, in your inbox. JJJohnohnohn K KKehoehoehoeee writes on economics, politics and business from the Canberra press gallery. He is a former Washington correspondent. Connect with John on TTTwitterwitter. Email John at jkehoe@afrjkehoe@afrjkehoe@afrjkehoe@[email protected] Save Share License article READ MORE Foreign investment Coronavirus pandemic Australian recession Josh Frydenberg Analysis Peter Costello Woodside Petroleum.
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