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An individual who is neither a Canadiancitizen nor a permanent resident of Canadawill be considered a non-Canadian for thepurposes of the ICA, while a corporation isconsidered to be non-Canadian if more than50% of its shares are controlled or held by aperson or corporation that is non-Canadian.Additionally, with respect to a widely heldpublic company that is not controlledthrough the ownership of voting shares, thecorporation is deemed to be Canadian if atleast two-thirds of the board of directors isCanadian.The stated purpose of the ICA is to providefor the review of significant investments inCanada by non-Canadians in a manner thatencourages investment, economic growthand employment opportunities in Canadaand to provide for the review of investmentsin Canada by non-Canadians that could beinjurious to national security. Inadministering the ICA, the federalgovernment has the dual function ofpromoting investment in Canada by non-Canadians, while at the same timereviewing any investment where theMinister has reasonable grounds to believethat foreign ownership or involvement in aCanadian business could be injurious tonational security.While the majority of acquisitions andestablishments of Canadian businesses bynon-Canadians are subject only tonotification under the ICA, there are anumber of investments which are subject toreview by the relevant Minister. This reviewprocess is required when the acquisition bya non-Canadian entails:The direct acquisition of control (byway of acquisition of shares orassets) over a Canadian businesswith an enterprise value of $5 millionor more;The indirect acquisition of controlover a Canadian business (throughthe acquisition of its parent companyoutside Canada) with an enterprisevalue of $50 million or more, or $5million or more if the Canadianbusiness represents over 50% of theenterprise value of the foreignparent company being acquired;The acquisition of an existingbusiness, or the establishment of anew or related business in aculturally sensitive industry such aspublishing, film and music,regardless of its size; orAny investment which would beinjurious to national security.As a result of Canada’s membership in theWorld Trade Organization (“WTO”),investors from the United States and otherWTO member countries are subject to amore liberal set of rules under the ICA,including a higher threshold level for theacquisition of Canadian businesses.Under these rules, indirect acquisitions byWTO investors are not reviewable, anddirect acquisitions of Canadian businessesby WTO investors are only reviewable if thegross assets of the Canadian businesssurpass a certain threshold. Recentamendments to the ICA increased thethreshold to $600 million, increasing to $1billion over a four year period. Theseamendments come into force on a day to befixed by the Governor in Council. Theseincreased thresholds do not apply to culturalindustries.Regulation of Foreign Investment 22