Womble Perspectives
Welcome to Womble Perspectives, where we explore a wide range of topics from the latest legal updates to industry trends to the business of law. Our team of lawyers, professionals and occasional outside guests will take you through the most pressing issues facing businesses today and provide practical and actionable advice to help you navigate the ever-changing legal landscape. With a focus on innovation, collaboration and client service, we are committed to delivering exceptional value to our clients and to the communities we serve.
Womble Perspectives
Global Investment Rules Are Changing. Are You Ready?
Today, we’re taking a look at some changes in the way U.S. businesses invest abroad: the new outbound investment rules under the COINS Act. For decades, U.S. foreign investment laws were all about inbound investments aimed at protecting U.S. businesses from foreign control.
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Welcome to Womble Perspectives, where we explore a wide range of topics, from the latest legal updates to industry trends to the business of law. Our team of lawyers, professionals and occasional outside guests will take you through the most pressing issues facing businesses today and provide practical and actionable advice to help you navigate the ever changing legal landscape.
With a focus on innovation, collaboration and client service. We are committed to delivering exceptional value to our clients and to the communities we serve. And now our latest episode.
Host 1:
Welcome back to Womble Perspectives! Today, we’re taking a look at some changes in the way U.S. businesses invest abroad: the new outbound investment rules under the COINS Act. For decades, U.S. foreign investment laws were all about inbound investments aimed at protecting U.S. businesses from foreign control.
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But in 2025, the game changed. For the first time, U.S. law started regulating outbound investments, in other words, what American businesses invest in overseas.
It started with the Outbound Investment Security Program, or OISP, under Executive Order 14105. It focused on high-tech sectors like semiconductors, AI, and quantum technologies, especially when those investments involved China.
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Fast forward to 2026, and now we have the Comprehensive Outbound Investment National Security Act of 2025, known as the COINS Act. It’s part of the National Defense Authorization Act, and it really expands the scope of these rules.
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So what’s new under COINS? First, the list of “countries of concern” got bigger. It’s not just China anymore. It now includes Cuba, Iran, North Korea, Russia, and Venezuela.
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The Act also expands the definition of “covered technologies” like semiconductors, microelectronics, AI, quantum computing, supercomputing, and even hypersonic technologies.
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Plus, the Treasury Department can add more technologies if they’re tied to military or cyber capabilities. So this list could grow.
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Another big change is the definition of a “covered transaction.” It’s not just direct investments anymore. If a U.S. person is knowingly directing a foreign person’s transaction that would otherwise be restricted, that counts too. So investment bankers and brokers need to pay attention.
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Right, and the Treasury has 450 days to roll out new regulations under the COINS Act. Until then, the old OISP rules stay in place. But expect new compliance processes—like advisory opinions, enforcement for non-notified transactions, and maybe even a public database of “covered foreign persons.”
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There are some exceptions, though. Investments that are de minimis, in the national interest, certain publicly traded securities, passive limited partner interests, and intra-company transfers might be exempt.
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And this all means that if you’re a U.S. business looking to invest abroad, you need to start early diligence. Figure out if your deal involves a covered foreign person, a country of concern, or a critical technology.
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And compliance doesn’t stop with the COINS Act. You still have to meet reporting requirements from the Bureau of Economic Analysis and follow export controls, sanctions, and anti-corruption laws.
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Plus, this isn’t just a U.S. trend. Other countries are tightening their foreign investment rules too. So global compliance is now a strategic priority. And for those planning international investment, the time to audit your strategy is now.
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