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Investment Canada Act: notification or net benefit review?

In 2026 a private buyer from a trade-agreement country (such as the US, the EU or the UK) faces a net benefit review only when the Canadian business has an enterprise value of C$2.179 billion or more; other private WTO investors from C$1.452 billion; state-owned investors from C$578 million in asset value. Below that, a notification is filed.

Review threshold that appliesC$2.179 billion
Likely filingNotification only (within 30 days after closing)
Headroom below the thresholdC$1.279 billion

How it works

The thresholds are indexed each year to nominal GDP and published in the Canada Gazette. Enterprise value for a public company is based on market capitalization plus liabilities, less cash; for a private company or an asset deal, on the acquisition value plus liabilities, less cash.

Any investment, of any size, can face a national security review. Cultural businesses (books, film, music, magazines) have a C$5 million threshold for direct acquisitions and are handled by Canadian Heritage. This tool is a first check only.

InvestorThreshold 2026Measure
Private, trade-agreement countryC$2.179 billionEnterprise value
Private, other WTO memberC$1.452 billionEnterprise value
State-owned enterprise, WTO memberC$578 millionBook value of assets
Non-WTO, direct acquisitionC$5 millionBook value of assets
Cultural business, directC$5 millionBook value of assets

Source: Innovation, Science and Economic Development Canada, Investment Canada Act thresholds for 2026 (Canada Gazette, January 2026). Figures are for planning only and are not legal or tax advice.

Where this matters

FAQ

How long does a net benefit review take?

The Minister has 45 days, extendable by 30 days, and longer with the investor's agreement. A national security review runs on its own timeline and can add several months.

When is the notification filed?

Within 30 days after the investment is implemented, through the ISED online portal. Some investments in prescribed sensitive sectors may need filing before closing once the related amendments are in force; check the current rules.

What goes in the data room for this?

Ownership and control charts, financial statements to calculate enterprise value, and for sensitive sectors the technology, personal data and supply chain files a security review asks about.