Background and Statutory Framework
Under Section 310(b) of the Communications Act of 1934, as amended, the Federal Communications Commission regulates foreign investment in broadcast, common carrier wireless, aeronautical en route, and aeronautical fixed radio station licensees. Section 310(b)(3) prohibits foreign interests exceeding 20 percent directly in a licensee, while Section 310(b)(4) establishes a 25 percent benchmark for foreign ownership in a controlling U.S. parent entity unless Commission approval is granted.
On April 28, 2025, the Commission adopted a Notice of Proposed Rulemaking in GN Docket No. 25-149 to evaluate its foreign ownership rules and codify longstanding administrative precedent. On January 8, 2026, the FCC circulated a draft Report and Order (FCC-CIRC2601-03) for tentative consideration at its January 29, 2026 open meeting.
- Section 310(b)(3) prohibits foreign equity or voting interests above 20 percent directly in a U.S. licensee.
- Section 310(b)(4) prohibits foreign equity or voting interests above 25 percent in a controlling U.S. parent absent FCC public interest approval.
- The draft order clarifies and codifies definitions, remedial procedures, and petition filing requirements.
Updates Applicable to Common Carrier and Broadcast Licensees
The draft Report and Order amends 47 CFR Part 1, Subpart T (§§ 1.5000 through 1.5004) to codify several established practices for both common carrier and broadcast petitioners. First, it defines a 'controlling U.S. parent' under Section 1.5000(d) as the first controlling entity organized in the United States that is directly above the licensee in the vertical chain of control and does not itself hold a Section 310(b) license.
The draft also codifies policies regarding deemed voting interests for limited partnerships (LPs) and limited liability companies (LLCs). Foreign interest holders possessing deemed voting interests of 50 percent or greater, but lacking actual de jure or de facto control, are restricted to requesting advance approval under Section 1.5001(k) for up to a non-controlling 49.99 percent interest.
Additionally, the order requires petitioners to identify the trustees of any disclosable trusts holding attributable or disclosable interests in a controlling U.S. parent under Section 1.5001(e), (f), and (i). It extends the inadvertent non-compliance remedial safe harbor procedures of Section 1.5004(f)(3) and (f)(4) to privately held entities, while retaining case-by-case evaluation for applying public-company calculation methodologies to private entities. The draft also confirms that remedial petitions must contain full disclosure of all interest holders, not merely newly identified non-compliant interests.
- Defines 'controlling U.S. parent' in 47 CFR § 1.5000(d).
- Caps advance approval requests for non-controlling entities with deemed voting interests at 49.99 percent.
- Mandates explicit disclosure of trustee names for disclosable trusts.
- Extends the remedial safe harbor for inadvertent non-compliance to privately held entities.
- Requires full restatement of ownership details in remedial Section 310(b) petitions.
Provisions Specific to Broadcast and Noncommercial Licensees
For broadcast licensees, the Commission directs the Media Bureau to issue processing guidelines regarding the handling of applications filed while a remedial Section 310(b)(4) petition is pending. Routine operational applications, such as minor modifications and special temporary authority requests, are expected to continue in normal course, while non-routine applications like major modifications, renewals, and assignments will face heightened scrutiny.
The draft also clarifies how foreign ownership is calculated for noncommercial educational (NCE) and low power FM (LPFM) stations governed by non-stock boards. In the absence of state-law-compliant governance documents establishing non-pro rata voting allocations, voting power is divided equally among governing board members. If more than 25 percent of the board members of a controlling U.S. parent are non-U.S. citizens, a Section 310(b)(4) petition is required.
Entities with foreign ownership exceeding Section 310(b)(4) limits may participate in NCE or LPFM construction permit filing windows, provided they hold an existing declaratory ruling or concurrently submit a Section 310(b)(4) petition for declaratory ruling.
- Delegates authority to the Media Bureau to issue application processing guidelines during pending remedial reviews.
- Allocates voting power equally among NCE and LPFM board members unless governing bylaws specify permitted non-pro rata voting under state law.
- Permits participation in NCE/LPFM filing windows if accompanied by a concurrent Section 310(b)(4) petition.
Filing Procedures, Residency Clarification, and Action on Proposals
The draft codifies filing standards under Section 1.5000(b). Substantial amendments to pending petitions must be submitted as complete restatements accompanied by a descriptive cover letter in the International Communications Filing System (ICFS) for common carriers or the Electronic Comment Filing System (ECFS) or Licensing and Management System (LMS) for broadcasters. Ministerial amendments, such as typographical corrections, address changes, or duplicate removals, may be submitted as localized amendments detailing only the specific revisions.
The Commission affirmed that there is no regulatory requirement under Section 310(b) for foreign investors to maintain U.S. residency. However, applicants must continue to designate a U.S.-based point of contact and legal service agent.
The Commission declined proposals from the National Association of Broadcasters (NAB) to establish hard timelines for issuing public notices, to exempt recurring filers from Executive Branch referral, or to create a specialized fast-track portal. It also rejected a proposal from an individual commenter advocating for a total ban on foreign ownership of U.S. broadcast stations. The new rules apply prospectively to petitions and applications filed on or after the effective date, 30 days following publication in the Federal Register.
- Substantial petition amendments require a complete restated filing; ministerial changes require only localized amendments.
- U.S. residency is not required for foreign equity or voting interest holders.
- Prospective application to filings submitted on or after the effective date.