The Tool Desk
Outbyte PC Repair FREERepair Windows errors before they cause bigger problemsFix Now →Outbyte Driver Updater FREEFix the driver behind crashes, sound loss and screen glitchesFind Drivers →Preparing a CFIUS filing starts with choosing the right route—mandatory or voluntary declaration, or written notice—and assembling a clear, consistent picture of the transaction, the parties, the U.S. business, and any national-security-relevant activities. A declaration is shorter, but it is not a guaranteed shortcut to a final decision. For a written notice, the 45-day review period begins only after the Staff Chairperson accepts the filing, not when you upload it.
This guide explains what to prepare and what happens next. Whether a filing is required, which route is appropriate, and which fields or attachments apply depend on the transaction facts and current regulations; this is a preparation guide, not a determination about a particular deal.
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Can I file a declaration instead of a notice?
CFIUS filings generally take one of two forms: a short-form declaration or a more detailed written notice. The declaration is intended as an abbreviated submission and generally should not exceed five pages, according to the U.S. Department of the Treasury’s declaration FAQ. Parties may choose to submit a written notice instead where a declaration is available.
Some covered transactions have mandatory declaration requirements, including specified transactions involving a foreign government’s substantial interest in certain U.S. businesses and certain critical-technology transactions. The rules are fact-specific: transaction structure, investor rights and ownership, the U.S. business’s activities, and other details can affect whether a filing is required and which route applies. Do not infer that a declaration is optional—or that a particular transaction is covered—from this general description.
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| Filing route | What to expect | Possible results and considerations |
|---|---|---|
| Declaration | Short-form submission, generally no more than five pages. The 2023 CFIUS Annual Report, published in 2025, describes a 30-day assessment period after submission. | CFIUS may conclude action, request a written notice, state that it cannot conclude action on the declaration, or initiate unilateral review. Some transactions require a declaration; in contexts where a declaration is available, parties may choose a notice instead. |
| Written notice | Traditional, more detailed submission. An accepted notice receives a review period of up to 45 days; an investigation may follow. | CFIUS may conclude action or address unresolved concerns through further review or other measures. A notice does not guarantee that review will end within a fixed period measured from signing or initial submission. |
The table is a high-level comparison, not a substitute for the current regulations or transaction-specific analysis. See the Treasury declaration FAQ and the 2023 CFIUS Annual Report for the described routes and process outcomes.
What documents and information should I prepare?
Build a working information set before filling in the form. The items below are preparation prompts, not a universal attachment list: the required fields and supporting materials depend on the filing route, current instructions, and deal facts. Treasury’s CFIUS FAQ identifies unclear business descriptions, unclear deal or entity structures, missing U.S. property and facility locations, and incorrect or missing certifications among common notice-completeness problems.
Transaction overview and structure
- Write a plain-language account of the transaction, including its steps, timing, structure, and business rationale.
- Map the relevant entities and their roles: buyer, seller, target, intermediate entities, and any other parties that form part of the transaction.
- Keep the written explanation consistent with the transaction documents and the names used throughout the filing.
Business descriptions and U.S. footprint
- Prepare clear descriptions of each relevant company’s business lines, products, and services. Avoid vague labels that leave the nature of the business unclear.
- Identify U.S. business properties and facilities. Assemble addresses and, where appropriate to the form and facts, geographic coordinates.
- Check that the locations and business descriptions are consistent wherever they appear in the submission.
Investor, ownership, and governance information
- Identify the foreign person involved, relevant parent entities, the actual party in interest, ultimate ownership, and the jurisdictions involved.
- Gather information about governance arrangements and contractual rights, not just share ownership.
- Be ready to explain indirect investors if relevant. Treasury says it may seek information about indirect investors, including limited partners, depending on the circumstances.
Activities that may be relevant to national security
Ask the business teams which of these areas, if any, apply to the U.S. business. This is a prompt for information gathering, not a conclusion that every category is relevant or must be included in every filing:
- Cyber systems, telecommunications, or internet systems.
- Natural resources or energy activity.
- Critical technologies or sensitive personal data.
- Government or classified contracts.
Related regulatory processes and filing materials
- Identify other relevant authorities and processes, including export-control or classified-contract requirements. Treasury notes that some other review processes can take longer than CFIUS review.
- Use the current Treasury template and the applicable regulatory requirements for the selected route. Confirm how the certification must be completed and signed, and check it for accuracy and completeness.
- Verify the current official instructions for required fields and attachments rather than relying on a generic checklist to determine what must accompany a filing.
Treasury identifies additional context that may help facilitate review even when it is not required for a notice to be determined complete, including information about cyber systems, telecommunications, natural-resource and energy activities, and transaction rationale. The Treasury facilitation FAQ describes these types of potentially helpful information.
What makes a CFIUS notice incomplete?
Frequent problems are often clarity and consistency problems, not simply missing paperwork. Treasury flags four recurring issues: unclear business-line descriptions, an unclear transaction or entity structure, missing locations for U.S. business properties and facilities, and an incorrect or absent certification. Review those areas before submitting a notice, and check the current form instructions for the selected filing route.
- Business lines: Can a reviewer understand what each company does from the description?
- Structure: Do the transaction steps, entity names, and parties’ roles fit together clearly?
- Locations: Have you identified the relevant U.S. properties and facilities as required by the form?
- Certification: Is it complete, accurate, and signed as directed?
These are not the only possible completeness issues. Treasury’s CFIUS FAQ is the source for the issues listed here; use current official instructions to check the full requirements that apply to your submission.
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What should I check before submitting through Treasury’s CMS?
Treasury says parties use its Case Management System (CMS) to submit declarations and written notices. Treat saved or uploaded draft information as work in progress: it is not treated as submitted for case-officer review until the draft or formal notice has been submitted through the CMS. Platform instructions and features can change, so check Treasury’s current guidance when preparing a filing.
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1Scan for outdated or missing drivers - takes under a minute2Clear out junk files and repair common Windows errors3Fix the driver behind crashes, sound loss and screen glitches- Select the route and current form. Confirm the applicable filing route and use the current template and instructions for it.
- Reconcile the information. Cross-check entity names, ownership, transaction steps, business descriptions, U.S. locations, and certification against one another and the underlying transaction information.
- Review required fields and attachments. Confirm them against the current official instructions; a general preparation list cannot establish every deal’s requirements.
- Plan for submission and fee requirements. For a voluntary notice, acceptance requires CFIUS to determine that the notice meets applicable requirements and to confirm that the fee has been paid or waived.
- Submit through the CMS. Follow the platform’s current instructions and confirm the filing has been submitted, rather than merely saved as a draft.
On July 29, 2026, Treasury announced a redesigned CFIUS website, new process guidance, and a pre-filing consultations portal. That announcement does not establish the portal’s eligibility rules or turnaround time. Verify current forms, fees, instructions, and portal details on Treasury’s announcement and current CFIUS materials.
When does the 45-day CFIUS review clock start?
For a voluntary written notice, Day 1 is not the upload date or the day after submission. It is the date the Staff Chairperson accepts the notice after CFIUS has determined that it complies with applicable requirements, confirmed the fee is paid or waived, and disseminated the notice to Committee members. Treasury says the time needed to accept a notice depends on multiple factors, including the notice itself and whether the parties submitted a draft notice before the formal notice. No guaranteed acceptance interval is stated in the Treasury Day 1 FAQ.
Independent reader supportYour contribution helps us test, update, and keep practical guides available for everyone.How long does CFIUS review take?
The formal review periods are not an end-to-end estimate from signing, beginning preparation, or uploading a filing. The time needed to prepare a submission, reach acceptance, respond to questions, address other regulatory reviews, or negotiate mitigation can affect the transaction timetable.
For a written notice
The initial review period is up to 45 days after acceptance. If CFIUS needs more time, it may begin an investigation by the end of that review period. The investigation may last up to 45 additional days, with a one-time 15-day extension in extraordinary circumstances. These are process-period rules, not an average clearance time or a promise that a transaction will conclude within a set number of days from signing or submission. See the Treasury timeline FAQ and Treasury CFIUS FAQ.
For a declaration
The 2023 CFIUS Annual Report, published in 2025, describes a 30-day assessment period after submission. At the end of that process, CFIUS may conclude action, ask the parties to file a written notice, state that it cannot conclude action based on the declaration, or initiate unilateral review. A declaration therefore does not ensure a final decision within 30 days.
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What can happen at the end of review?
CFIUS may conclude action when no national-security concerns remain unresolved, including where other laws or mitigation address those concerns. If concerns remain unresolved and mitigation is inadequate or inappropriate, CFIUS may refer the transaction to the President unless the parties withdraw and abandon it. Filing alone is not a guarantee of a particular outcome or a safe harbor in every circumstance. The 2023 CFIUS Annual Report describes these possible paths.
For an actual transaction, qualified CFIUS counsel can assess whether filing is required, whether an exemption may apply, which route is appropriate, and what the current form requires. Those conclusions cannot be drawn without the transaction, investor, target-business, and—where relevant—property facts.
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