Disclosing Investments in Foreign Adversaries Act of 2025

Increased Transparency of Foreign Investments: The SEC will make publicly available reports listing covered investment advisers with assets in countries of concern (Section 2(g)(3)(A)). This allows the public to see where private fund assets are being directed.

Accountability for High-Value Exempted Transactions: Issuers conducting certain security sales of $25 million or more, or $50 million in aggregate over a year, must disclose the intended use of proceeds and the countries where they intend to invest (Section 3(b)(1) and (b)(2)). This provides visibility into large-scale financial movements.

Protection of Markets: The SEC is authorized to issue rules and conditions to limit the future use of covered exempted transactions for issuers who fail to comply with these disclosure requirements (Section 3(c)(2)).

Compliance Burden for Investment Advisers: Covered investment advisers with at least $150 million in private fund assets must now file annual reports and provide specific breakdowns of assets in countries of concern (Section 2(g)(2)(A)).

Disclosure Requirements for Issuers: Issuers involved in covered exempted transactions must provide the SEC with sensitive information, including the identity of beneficial owners and a detailed breakdown of investment proceeds by industry and country (Section 3(b)(1)).

Public Exposure of Financial Data: Information submitted by issuers who are incorporated in or associated with countries of concern, or those intending to invest in them, will be made available in quarterly public reports (Section 3(e)).