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jbell on DSKJLSW7X2PROD with NOTICES

Federal Register / Vol. 86, No. 22 / Thursday, February 4, 2021 / Notices which took effect on November 10, 2018, implemented jurisdiction over, and established mandatory declarations for, certain transactions involving investments by foreign persons in certain U.S. businesses that produce, design, test, manufacture, fabricate, or develop one or more critical technologies.
On January 17, 2020, Treasury published two additional rules to implement provisions of FIRRMA. See 85 FR 3112 January 17, 2020; 85 FR
3158 January 17, 2020. The rule at 85
FR 3112 amended CFIUS regulations codified at part 800 of title 31 of the CFR. These provisions specifically relate to CFIUSs authorities and the process and procedures to review: 1 A
merger, acquisition or takeover by or with a foreign person that could result in foreign control of a U.S. business; 2
a non-controlling other investment that affords a foreign person specified access to information in the possession of, rights in, or involvement in the substantive decisionmaking of certain U.S. businesses related to critical technologies, critical infrastructure, or sensitive personal data; 3 any change in a foreign persons rights if such change could result in foreign control of a U.S. business or an other investment in certain U.S. businesses;
or 4 any other transaction, transfer, agreement, or arrangement, the structure of which is designed or intended to circumvent the application of Section 721. The rule at 85 FR 3158 adds a part 802 to chapter VIII of title 31 of the CFR
to implement FIRRMAs expansion of CFIUSs jurisdiction over transactions involving the purchase or lease by, or concession to, a foreign person of certain real estate in the United States.
The rules at 85 FR 3112 and 85 FR 3158
took effect on February 13, 2020. The rule at 85 FR 3112 further clarified that the CFIUS regulations codified at part 801 of title 31 of the CFR will, going forward, apply only to transactions for which specified actions were taken on or after the effective date of the Pilot Program Interim Rule and prior to February 13, 2020, and that, subject to the applicability of the CFIUS
regulations codified at part 801 of title 31 of the CFR, the CFIUS regulations codified at part 800 of title 31 of the CFR as in effect on February 12, 2020, which may be referred to as 31 CFR part 800 2019, will, going forward, apply only to transactions for which specified actions were taken before February 13, 2020. Except as described in the preceding sentence, the CFIUS
regulations codified at part 800 of title 31 of the CFR as amended by the rule
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at 85 FR 3112, which may be referred to as 31 CFR part 800 2020, apply from February 13, 2020. Subsequent amendments 85 FR 8747, 85 FR 45311
and 85 FR 57124 were made to the regulations codified at parts 800 and 802 of title 31 of the CFR in 2020 to make certain technical corrections, make a clarifying revision to the definition of principal place of business, establish a fee for parties filing a formal written notice of a transaction for review by CFIUS, make amendments to the definition of substantial interest and a related provision, and modify the mandatory declaration provision for certain foreign investment transactions involving a U.S.
business that produces, designs, tests, manufactures, fabricates, or develops one or more critical technologies. For clarity in light of the numerous Federal Register publications, and to incorporate all applicable regulations published in the Federal Register, the applicable regulatory authorities for this system of records will be described pursuant to this modification of the system of records notice as 31 CFR part 800 2019; 31 CFR parts 800802
2020, as amended.
Pursuant to Section 721 and its implementing regulations, CFIUS
assesses or reviews, and may subsequently investigate in the case of a review, transactions that could result in foreign control of a U.S. business and certain non-controlling investments and certain real estate transaction involving foreign persons to determine the effects of such transactions on the national security of the United States. As part of CFIUSs national security processes, Treasury, as chair of CFIUS, disseminates information submitted by parties to the transaction and other available information to certain Executive Branch agencies. Among other things, CFIUS evaluates certain personal identifier information of individuals associated with the foreign person engaged in the transaction and certain parent entities e.g., for purposes of conducting background checks, which informs CFIUSs determination of the effects of a transaction on the national security of the United States.
At times, this may include personal identifier information of U.S. nationals if a U.S. national is a board member or officer of, has an ownership interest in, or has another relevant role related to, an entity engaged in a transaction before CFIUS or its parent entities. CFIUS may also receive certain personal identifier information of a U.S. national who is involved in a transaction as an individual if, for example, such
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individual is selling real estate in a transaction filed with CFIUS. In addition, CFIUS may collect personal identifier information for other purposes associated with its national security functions, including, for example, personal identifier information related to a security officer or other person who may be involved in mitigating a risk posed to national security. This system of records supports CFIUSs collection of transaction information for analysis in the performance of its assessments, reviews and investigations of transactions, and for other purposes associated with its national security functions.
Further, pursuant to section 3101 of title 44 of the United States Code, the head of each Federal agency must make and preserve records containing adequate and proper documentation of the organization, functions, policies, decisions, procedures and essential transactions of the agency and designed to furnish the information necessary to protect the legal and financial rights of the Government and of persons directly affected by the agencys activities. The system of records supports CFIUS in making and preserving records as required under 44 U.S.C. 3101, and, accordingly, this modification to the system of records notice adds 44 U.S.C.
3101 as an additional legal authority for the system of records.
The system may include records from other systems of records both within Treasury and in records provided by certain other Executive Branch agencies for the purpose of facilitating CFIUSs assessment, review and investigation of transactions. Such records may include social security numbers, names, and other identifying data provided by the Social Security Administration and utilized by CFIUS pursuant to, inter alia, Executive Order 9397 November 22, 1943, as amended by Executive Order 13478, 73 FR 70239 November 18, 2008, and, therefore, this modification to the system of records notice adds these Executive Orders as additional legal authorities for the system of records.
In maintaining its records, CFIUS is obligated to comply with its governing statute, and to the extent not inconsistent with that statute, generally applicable laws. Any records from another Treasury system of records or another Executive Branch agencys system of records for which an exemption is claimed under 5 U.S.C.
552aj or k, which may also be included in this system of records, retains the same exempt status such records have in the system for which such exemption is claimed.

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