The Slovak foreign direct investment (FDI) screening regime has been in force since 1 March 2023. It covers transactions subject to mandatory screening (critical investments, based on the sensitivity of the Slovak target's activities) as well as voluntary screening (non-critical investments). In the case of mandatory screening, a standstill obligation applies, and FDI clearance must be obtained before closing.
One of the triggers for mandatory screening is where a Slovak target is registered as a provider of essential services under Slovak cybersecurity legislation – i.e., companies deemed more vulnerable to cyber-attacks. Following the implementation of the NIS2 Directive in Slovakia, the list of such entities has been substantially expanded, thereby broadening the scope of mandatory FDI screening.
NIS2 registration and newly registered entities
The EU NIS2 Directive was adopted to strengthen cybersecurity across the EU, in part by expanding the range of entities subject to cybersecurity obligations as providers of essential services. Under the Slovak implementation of NIS2, applicable since 1 January 2025, entities newly qualifying as providers of essential services were required to apply for registration and await a decision from the National Security Authority.
The authority has completed its assessment of applications and, during July and August 2025, registered almost 900 additional entities as new providers of essential services, with further applications still under review.
Newly registered entities include companies in various sectors such as:
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Automotive producers and suppliers (noting that this is the main industry in Slovakia since Slovakia is currently the world's largest producer of cars per capita),
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Companies active in food production, processing and distribution,
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Companies producing or distributing chemicals,
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Producers of various other products (such as paper products or machinery),
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Transport companies,
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Waste management companies, or
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Companies active in IT, energy and healthcare sectors.
Impact on mandatory FDI screening
Since transactions involving providers of essential services are subject to mandatory FDI screening, the substantial increase in the number of companies registered as such providers also significantly expands the scope of mandatory FDI screening in Slovakia – particularly given that certain industries (such as automotive or food) were, in general, not covered by mandatory regime before this change.
As of the date of registration as a provider of essential services (which occurred in July or August 2025 for the newly registered entities), transaction involving such entities is subject to mandatory FDI screening, provided that the acquirer qualifies as a foreign investor.
This requirement applies even if the transaction was already signed but not yet closed, as there are no transitional provisions, this being an indirect change to the regime. Given that the mandatory screening is subject to standstill obligation, failure to obtain clearance before closing could trigger significant penalties and legal uncertainty, including the risk of transaction unwinding.
By Michal Lucivjansky, Partner, Schoenherr
