CFIUS Enforcement and Penalty Guidelines describe conduct that may constitute a violation, how CFIUS evaluates potential enforcement actions, and factors the Committee may consider in determining whether to impose penalties.
Categories of Conduct
The Guidelines address three primary categories of potential violations:
- Failure to timely submit a mandatory declaration or notice
- Non-compliance with mitigation agreements, conditions, or orders
- Material misstatements, omissions, or false certifications in CFIUS submissions
Penalty Process Overview
The general process includes:
- Notice of penalty issued to the subject person, including legal basis and proposed amount
- Opportunity to submit a petition for reconsideration within the applicable timeline
- Final penalty determination after CFIUS review of any response
Aggravating and Mitigating Considerations
CFIUS uses a fact-specific analysis and may consider factors such as:
- Potential or actual harm to U.S. national security
- Intent, negligence, and awareness of the conduct
- Timeliness and completeness of cooperation with information requests
- Promptness and quality of remediation
- Strength of internal compliance controls and governance
- Timely self-disclosure of potential violations
Self-Disclosure and Cooperation
CFIUS strongly encourages timely self-disclosure where parties identify potential violations. Cooperation quality, remediation efforts, and transparency can be relevant in enforcement outcomes.