National Security and Investment Act (NSIA)

At Queen Mary University of London, research and innovation thrive through collaboration with partners across the UK and internationally. As research increasingly leads to new technologies, intellectual property and commercial opportunities, it is important to ensure that these activities are undertaken responsibly and in line with UK legislation. 

The National Security and Investment Act 2021 (NSIA) enables the UK Government to review certain acquisitions involving organisations and assets where there may be a potential risk to national security. In a university setting, this may include some research commercialisation activities, intellectual property, licensing arrangements, spinout companies and collaborations involving sensitive technologies. 

Most research undertaken at QMUL will not be affected by the Act. However, considering the NSIA early in the research and innovation process helps avoid delays, protects valuable research and supports responsible collaboration. 

The Research Security Team is here to support you throughout this process. 

What is the National Security and Investment Act?

The National Security and Investment Act 2021 (NSIA) provides the UK Government with powers to review acquisitions involving organisations or assets that may pose a risk to national security. 

Within higher education, the Act may become relevant where research generates valuable intellectual property or commercial opportunities involving strategically important technologies. The Government has identified 17 sensitive areas of the economy where certain acquisitions may be subject to mandatory notification requirements. Not all research within these areas will trigger NSIA considerations, but projects involving these sectors may require additional review.

When the National Security and Investment Act may apply?

Private companies, governments and other organisations are frequently involved in universities’ and other organisations’ research at early stages, often at a pre-commercial stage. This can be done through a collaborative, or other, agreement involving:

• contract or sponsored research
• sponsoring a research position (for example, a chair)
• sponsoring a research theme
• licensing intellectual property

Such activities are qualifying acquisitions under the NSI Act if through these agreements a person gains control, or greater control, over a university or research organisation’s qualifying assets, which can include both tangible moveable and intellectual property, for example where such assets are licensed out (exclusively or non-exclusively) by a university.

The Act should be considered whenever research involves:

• Commercialisation: Licensing research outputs, patents, software or other intellectual property.
• Spinout companies: Creating a company based on University research or intellectual property.
• Investment and Acquisition: Receiving external investment, purchasing interests in existing companies, or transferring ownership rights in entities operating within sensitive sectors.
• Strategic technologies: Research involving technologies identified by the UK Government as strategically important.
• Intellectual Property Transfer: Transferring ownership or rights relating to patents, software, algorithms or technical know-how.
• Commercial partnerships: Entering agreements with commercial organisations involving sensitive technologies or research assets.

Why the National Security and Investment Act matters?

Universities have a responsibility to ensure that research commercialisation and innovation activities comply with UK legislation. 

Early consideration of the Act helps to: 

• protect valuable research and intellectual property 
• support responsible innovation 
• reduce delays to commercial activities 
• provide confidence to researchers and external partners 
• ensure compliance with UK legislation 
• safeguard technologies that may have national security relevance. 

Considering the Act at an early stage allows potential issues to be identified before agreements are finalised. 

Your responsibilities

Every researcher should consider whether the National Security and Investment Act may be relevant when research is likely to result in commercial activity or the transfer of valuable intellectual property. 

This includes: 

• considering national security implications when developing commercially valuable research 

• identifying research involving strategically important technologies 

• discussing commercialisation plans with the Research Security Team 

• engaging with the University's due diligence process where required 

• seeking advice before licensing intellectual property or creating a spinout company 

• following advice provided during the assessment process. 

You are not expected to interpret the legislation yourself. 

If you are unsure whether the Act may apply, contact the Research Security Team at vp-trustedresearch@qmul.ac.uk before entering commercial discussions or agreements.

NSIA and Due Diligence

There is significant overlap between some of the technologies covered by the Strategic Export Control Lists and the sectors identified under the National Security and Investment Act. As part of Queen Mary's due diligence process, projects involving sensitive technologies may be assessed for potential NSIA implications. This early review helps ensure that future licensing, commercialisation, investment and spinout activities can proceed with an understanding of any applicable regulatory requirements.

Submitting Voluntary Notification under NSI Act  

Where a university research collaboration or transaction involves the acquisition of a qualifying entity or qualifying asset that may give rise to a national security risk, researchers should consider making a voluntary notification under the National Security and Investment (NSI) Act 2021. The Research Security team will undertake an internal NSI assessment and submit the notification through the Government’s online NSI notification service to the Investment Security Unit (ISU).

The notification requires information about the acquisition, qualifying entity/asset and acquirer, including ownership and control structures, the entity’s activities, relevant technologies and capabilities, location and use of the asset, research and development funded by the UK Government in relevant security areas, national security vetting, and any relevant foreign-government involvement. For research-related assets, details of academic partnerships, joint development arrangements and unique capabilities should also be provided. A signed declaration is required.

After submission, the ISU must first accept the notification. Once accepted, the statutory review period is up to 30 working days. The ISU will either clear the acquisition or call it in for a detailed national-security assessment. A call-in can result in a further 30 working days, extendable by 45 working days, with further extensions possible by agreement.

Additional Information

External Sources of information:

• Government NSIA guidance
• Higher Education Sector NSIA guidance
• Commercialisation / Innovation Office pages