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FORM BE12A: 2017 BENCHMARK SURVEY OF FOREIGN DIRECT (Bureau of Economic Analysis)

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2017 BENCHMARK SURVEY OF FOREIGN DIRECT INVESTMENT IN THE UNITED STATES
MANDATORY — CONFIDENTIAL
FORM BE–12A
Mandatory and Confidential
This survey is being conducted under the International Investment and Trade in Services Survey Act (P.L. 94–472, 90 Stat. 2059, 22 U.S.C.
3101–3108, as amended). The filing of reports is mandatory, and the Act provides that your report to this Bureau is confidential. Whoever fails to
report may be subject to penalties. See page 33 for more details.
BEA-12 Identification Number
OMB No. 0608-0042: Approval Expires 1 2/31/2020
FORM
BE-12A (REV 11/2017)
BE-12 Identification Number
*Do not enter Social Security Number as Identification Number
Due date: May 31, 2018
Electronic filing: www.bea.gov/efile
Mail reports to: U.S. Department of Commerce
Bureau of Economic Analysis
Direct Investment Division, BE–49(A)
4600 Silver Hill Rd
Washington, DC 20233
Deliver reports to: U.S. Department of Commerce
Bureau of Economic Analysis
Direct Investment Division, BE–49(A)
4600 Silver Hill Rd
Suitland, MD 20746
Fax reports to: (301) 278–9500
Assistance: E-mail: be12/15@bea.gov
Telephone: (301) 278-9247
Copies of blank forms: www.bea.gov/fdi
Include your BE–12 Identification Number with all requests.
1000
Name
0
1029
Street 1
0
Signature of Authorized Official Date
0
1030
Street 2
0
0990
Name
0
1031
City
0
State Zip
0991
Title
0
1001
Telephone Number
0
Extension
0
0992
Telephone Number
0
Extension
0
0999
Fax Number
0
0993
Fax Number
0
1028
E-mail Address
0
NOTE: BEA uses a Secure Messaging System to correspond with you via encrypted message to discuss questions relating to this form. We may use
your e-mail address for survey-related announcements and to inform you about secure messages. When communicating with BEA by e-mail, please do
not include any confidential business or personal information.
CONTACT INFORMATION
Provide information of person to consult about this report:
CERTIFICATION
The undersigned official certifies that this report has been prepared
in accordance with the applicable instructions, is complete, and is
substantially accurate including estimates that may have been provided.
Name and address of U.S. business enterprise
Name of U.S. affiliate
c/o (care of)
Street or P.O. Box
City
ZIP Code
State
Foreign Postal Code
1002
1010
1003
1004
1005
0
0
0
0
0
Or
0998
Response required
A response is required from persons subject to the reporting requirements of the BE-12 for 2017 whether or not they are contacted by BEA.
Who must file BE–12A:
Those majority-owned U.S. affiliates with any of the following items exceeding $300 million (positive or negative):
• Total assets
• Sales or gross operating revenues
• Net income
If you do not meet the filing criteria above, another BE-12 survey may be applicable. See instruction I.A.1 on page 34 to determine which form
to file. For more information on filing requirements, see instructions I.A.2. on page 35.
Certain private funds may be exempt from filing. See item (f) of the BE-12 Claim for Not Filing for more information.
OR
FORM BE-12A (REV 9/2017)
IMPORTANT
Review the instructions starting on page 33 before completing this form. Insurance and real estate companies – see special instructions starting on
page 41.
• Accounting principles — If feasible, use U.S. Generally Accepted Accounting Principles to complete Form BE–12 unless you are requested
to do otherwise by a specific instruction. References in the instructions to Financial Accounting Standards Board Accounting Standards
Codification Topics are referred to as “FASB ASC.”
• U.S. affiliate’s 2017 fiscal year — The affiliate’s financial reporting year that had an ending date in calendar year 2017.
• Consolidated reporting — A U.S. affiliate must file on a fully consolidated domestic U.S. basis, including in the consolidation ALL U.S.
business enterprises proceeding down each ownership chain whose voting securities are more than 50 percent owned by the U.S. business
enterprise above. Consolidation rules are found in instruction IV.2 starting on page 36.
• Rounding — Report currency amounts in U.S. dollars rounded to thousands (omitting 000).
Do not enter amounts in the shaded portions of each item.
Example — If amount is $1,334,891.00 report as: ...............................................................................................
1 Which financial reporting standards will you use to complete this BE–12 report?
NOTE — The BE-12 report should be completed using U.S. Generally Accepted Accounting Principles (U.S. GAAP). If using U.S. GAAP
to complete this report is highly burdensome, or otherwise not feasible, you may use other financial reporting standards, preferably with
adjustments to correct for any material differences between U.S. GAAP and the reporting standards used.
U.S. Generally Accepted Accounting Principles
International Financial Reporting Standards (as promulgated by, or adapted from, the International Accounting Standards Board)
NOTE — Do not prepare your BE–12 report using the proportionate consolidation method.
Other reporting standards — Specify the reporting standards used
2 Is more than 50 percent of the voting interest in this U.S. business enterprise owned by another U.S. affiliate of the foreign parent (see
the diagram)?
Yes If “Yes” — Do not complete this report unless exception 2.c.
described in the consolidation rules applies. This exception
states that a U.S. affiliate in which a direct ownership interest
and an indirect ownership interest are held by different foreign
persons should not be fully consolidated into another U.S.
affiliate, but must complete and file its own Form BE-12 report.
See diagram on page 37 for an illustration of this exception.
If this exception does not apply, forward the BE–12 notification to
file to the U.S. business enterprise owning your company more
than 50 percent, and notify BEA of the action taken by filing BE–12
Claim for Not Filing with item (e) completed on page 3 of that form.
The BE–12 Claim for Not Filing can be accessed through eFile or
downloaded from BEA’s Web site at: www.bea.gov/fdi
No If “No” — Complete this report in accordance with the
consolidation rules starting on page 36.
3
Enter Employer Identification Number(s) used by the U.S. affiliate to file income and payroll taxes.
4 Does this U.S. affiliate have a Legal Entity Identifier (LEI)?
Ye s If “Yes” — Enter the 20-digit LEI of the U.S. affiliate
No
U.S. business enterprise B should be consolidated on the BE–12 report
for U.S. business enterprise A because U.S. business enterprise B is
more than 50 percent owned by U.S. business enterprise A.
Part I – Identification of U.S. Affiliate
CONSOLIDATION OF U.S. AFFILIATES
Foreign
United States
10 to 100 percent
> 50 percent
Foreign parent
U.S. business enterprise A
U.S. business enterprise B
1
1
1
1
2
3
1399
1
1
1400
$ Bil. Mil. Thous. Dols.
1 335 000
1006
– –
Primary
Other
1
2
Page 2
1034
1
1
1
2
1
1035
1
2
Electronic filers do not need to report more than two IDs.
Enter the IDs without hyphens. For example, if your ID is
12-3456789, you would enter 123456789.
FORM BE-12A (REV 9/2017)
Part I – Identification of U.S. Affiliate – Continued
5 Is the U.S. affiliate a publicly traded company? (Answer “No” if the U.S. affiliate is not a publicly traded company, even if a foreign parent or
ultimate beneficial owner (UBO) is.)
Ye s If “Yes” —
What stock exchange is the U.S. affiliate listed on? ..................
What is the U.S. affiliate’s ticker symbol? ..................................
No
6 Reporting period — Reporting period instructions are found in instruction 6 on page 37. If there was a change in fiscal year, review
instruction 6.b. on page 37.
This U.S. affiliate’s fiscal year ended in calendar year 2017 on ......................................................................
Example — If the fiscal year ended on March 31, report for the 12-month period that ended March 31, 2017.
NOTE — Affiliates with a fiscal year that ended within the first week of January 2018 are considered to have a 2017 fiscal year and should
report December 31, 2017 as their 2017 fiscal year end.
7 Did the U.S. business enterprise become a U.S. affiliate during its fiscal year that ended in calendar year 2017?
NOTE — For a U.S. business enterprise that became a U.S. affiliate during its fiscal year that ended in calendar year 2017, leave the close
FY 2016 data columns blank. A U.S. business enterprise existing before fiscal year 2017 that became a U.S. affiliate in fiscal year 2017 should
file a report covering a full 12 months of operations. All U.S. business enterprises that become a new affiliate are required to file a Form BE-13.
More information and copies of survey forms can be found at www.bea.gov/be13.
8 Form of organization of U.S. affiliate — Mark (X) one
Incorporated in U.S.
Reporting rules for unincorporated affiliates are found in instruction 8 starting on page 38.
U.S. partnership — Reporting rules for partnerships are found in instruction 8.b. on page 38.
U.S. branch of foreign person
Limited Liability Company (LLC) — Reporting rules for LLCs are found in instruction 8.c. on page 38.
Real property not in 1–4 above — Reporting rules for real estate are found in instruction V.C. on page 41.
Business enterprise incorporated abroad, but whose head office is located in the United States and whose business activity is
conducted in, or from, the United States
Other — Specify
1036
1
1
1
2
1037
1038
Foreign
United States
U.S. affiliate A
Do not consolidate foreign business
enterprises or foreign operations
owned by the U.S. affiliate
9 Does this U.S. affiliate own any foreign business enterprises or operations (see the diagram below)?
Foreign business
enterprises or
operations
owned by the
U.S. affiliate
1
1
1
2
1008
If “Yes” — Enter the date the U.S. business enterprise became a U.S. affiliate and see
instruction 7 on page 37 to determine how to report for the first time ...................................
Ye s
No
1
1
1
1
1
1
1
1
2
3
4
5
6
7
1011
Day Year
1
1009
Day Year
1
1007
Page 3
1
1
1
2
1014
If “Yes” — DO NOT consolidate foreign business enterprises or operations. Foreign operations in which you own an interest of 20
percent or more are to be deconsolidated and reported using the equity method of accounting. If your ownership interest is less
than 20 percent, foreign operations are to be reported in accordance with FASB ASC 320 (formerly FAS 115) or the cost method of
accounting. Reporting rules for foreign operations are found in the instruction IV.2.a. on page 37.
NOTE — DO NOT eliminate intercompany accounts (e.g., receivables or liabilities) for holdings reported using the equity method.
Ye s
No
1
1
MM/DD/YYYY
MM/DD/YYYY
FORM BE-12A (REV 9/2017)
Part I – Identification of U.S. Affiliate – Continued
1
1012
10 U.S. business enterprises fully consolidated in this report — U.S. business enterprises that are more than 50 percent owned should be
fully consolidated in this report, except as noted in the consolidation rules starting on page 36. Banks – see instruction I.2.C. on page 35
for aggregated reporting rules.
Enter the number of U.S. business enterprises consolidated in this report in the box below. Hereinafter they are considered to be one U.S.
affiliate. If the report is for a single U.S. business enterprise, enter “1” in the box below. Exclude from the consolidation all foreign business
enterprises or operations owned by this U.S. affiliate.
If the number is greater than one, complete the Supplement A on page 29.
11 U.S. affiliates NOT fully consolidated — See instruction 11 on page 38.
Number of U.S. affiliates, in which this U.S. affiliate has an ownership interest, that are NOT fully consolidated in this report.
If number is not zero, complete the Supplement B on page 31.
The U.S. affiliate named on page 1 must include data for any unconsolidated U.S. affiliates on an equity basis and must notify
the unconsolidated U.S. affiliates of their obligation to file a Form BE–12 in their own names (see page 34 to determine the
appropriate form for these affiliates to file).
12 Did this U.S. affiliate acquire or establish any U.S. business enterprises or segments during the reporting period that are now either
contained in this report on a fully consolidated basis, merged into this U.S. affiliate, or reflected as an equity investment?
13 Did this U.S. affiliate sell, transfer ownership of, or liquidate any U.S. subsidiaries, operating divisions, segments, etc., during its fiscal
year that ended in calendar year 2017?
OWNERSHIP — Enter percent of ownership in this U.S. affiliate, to a tenth of one percent, based on voting and equity interest if an incorporated affiliate (or an
equivalent interest if an unincorporated affiliate). “Voting interest” and “equity interest” are defined in instructions 14–17 on page 39.
Foreign parent — A foreign parent is the FIRST person or entity outside the U.S. in a chain of ownership that has a 10 percent or more voting interest
(direct or indirect) in this U.S. affiliate.
1013 1
14 Ownership held directly by foreign parent(s) of this affiliate — Enter name
of each foreign parent with direct ownership. If more than 4, continue on a
separate sheet. See example 1 on page 21.
a.
b.
c.
d.
15 Ownership held directly by all U.S. affiliates of the foreign parent(s) —
The foreign parents of these other U.S. affiliates are indirect foreign parents
of this U.S. affiliate. If you put an entry in column 1 or 2, complete
items 19 – 23 on the following page. See example 2 on page 21 .......................
16 Ownership held directly by all other U.S. persons or entities ..........................
17 Ownership held directly by all other foreign persons or entities.....................
18 TOTAL of ownership interests — Sum of items 14 through 17 .......................
Voting interest
Equity interest
(If different from voting interest)
1017 1 2 3 4
100.0% 100.0% 100.0% 100.0%
Close FY 2017
(1)
Close FY 2016
(2)
Close FY 2017
(3)
Close FY 2016
(4)
___ ___ ___ . ___% ___ ___ ___ . ___% ___ ___ ___ . ___% ___ ___ ___ . ___%
___ ___ ___ . ___% ___ ___ ___ . ___% ___ ___ ___ . ___% ___ ___ ___ . ___%
___ ___ ___ . ___% ___ ___ ___ . ___% ___ ___ ___ . ___% ___ ___ ___ . ___%
___ ___ ___ . ___% ___ ___ ___ . ___% ___ ___ ___ . ___% ___ ___ ___ . ___%
___ ___ ___ . ___% ___ ___ ___ . ___% ___ ___ ___ . ___% ___ ___ ___ . ___%
___ ___ ___ . ___% ___ ___ ___ . ___% ___ ___ ___ . ___% ___ ___ ___ . ___%
___ ___ ___ . ___% ___ ___ ___ . ___% ___ ___ ___ . ___% ___ ___ ___ . ___%
1018 1 2 3 4
1019 1 2 3 4
1020 1 2 3 4
1 2 3 4
1 2 3 4
1 2 3 4
1060
1061
1062
1015
1
2
Yes No
1
1
1016
1
2
Yes No
1
1
Page 4
Foreign Parent Ownership – Continued
Use only if you need to enter more owners in item 14 on the previous page.
Ownership held directly by foreign
parent(s) of this U.S. affiliate –
Give name of each foreign parent
with direct ownership.
Voting Interest
Equity Interest
Close FY
2017
Close FY
2016
Close FY
2017
Close FY
2016
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
U.S. Affiliate Ownership – Continued
Use only if you need to enter more owners after item 22 on the following page.
Give the name of each U.S.
affiliate holding a direct
ownership interest in this U.S.
affiliate.
(a)
Percent of direct voting
interest in this U.S. affiliate
held by the U.S. affiliate listed
in column (a).
For the U.S. affiliate listed
in column (a), give the
name of the U.S. entity (U.S.
affiliate) in its ownership
chain that is directly owned
by a foreign parent. If the
U.S. affiliate listed in column
(a) is directly owned by a
foreign parent, also list that
U.S. affiliate here.
Close FY
2017
Close FY
2016
%
%
%
%
%
%
1021
1022
1023
1024
1025
1026
1067
1068
1069
1 1 2
1 1 2 3 4
FORM BE-12A (REV 9/2017)
Part I – Identification of U.S. Affiliate – Continued
0
1163
NOTE: IF THERE IS AN ENTRY IN COLUMN 1 OR 2 OF ITEM 15 COMPLETE ITEMS 19 THROUGH 23 .
Enter name of each U.S. affiliate holding a
direct ownership interest in this U.S. affiliate.
If more than 4, continue on a separate sheet.
See example 2 on page 21.
Percent of direct voting interest
in this U.S. affiliate held by the
U.S. affiliate listed in column 1.
For the U.S. affiliate listed in column 1,
enter name of the U.S. entity (U.S.
affiliate) in its ownership chain that is
directly owned by a foreign parent.
If the U.S. affiliate listed in column 1 is
directly owned by a foreign parent, also list
that U.S. affiliate here.
BEA
USE
ONLY
Close FY 2017 Close FY 2016
(1)
(2) (3)
(4)
19
1063 1
___ ___ ___ . ___%
2
___ ___ ___ . ___%
3
20
1064 1
___ ___ ___ . ___%
2
___ ___ ___ . ___%
3
21
1065 1
___ ___ ___ . ___%
2
___ ___ ___ . ___%
3
22
1066 1
___ ___ ___ . ___%
2
___ ___ ___ . ___%
3
23 Sum of ownership held directly by all U.S.
affiliates of the foreign parent . The sum of these
percentages must equal item 15 columns 1 and 2 ..........
1
___ ___ ___ . ___%
2
___ ___ ___ . ___%
BEA USE ONLY
3
Section A — INDUSTRY CLASSIFICATION, TOTAL SALES, AND EMPLOYEES OF FULLY CONSOLIDATED U.S. AFFILIATE
24 Major activities of fully consolidated U.S. affiliate — For an inactive affiliate, select the activities based on its last active period;
for “start-ups,” select the intended activities.
Check all boxes that describe a major activity of the fully consolidated U.S. affiliate
Producer of goods
Seller of goods the U.S. affiliate does not produce
Producer or distributor of information
Provider of services
Real estate
Other Specify
25 What is (are) the major product(s) and/or service(s) resulting from this (these) activities? If a product, also state what is done to it,
i.e., whether it is mined, manufactured, sold at wholesale, transported, packaged, etc. (For example, “manufactured widgets.”)
1
2
3
4
5
6
1
2
3
4
5
6
1072
PART II - Financial and Operating Data of U.S. Affiliate
1071
BEA USE ONLY
1200 1 2 3 4 5
1201 1 2 3 4 5
1202 1 2 3 4 5
1203 1 2 3 4 5
Page 5
0
0
0
0
1
4
4
4
4
FORM BE-12A (REV 9/2017)
Part II – Financial and Operating Data of U.S. Affiliate – Continued
INDUSTRY CLASSIFICATION, TOTAL SALES, AND EMPLOYEES OF FULLY CONSOLIDATED U.S. AFFILIATE
Enter the 4-digit International Surveys Industry (ISI) code(s) and the sales and employment associated with each code in items 26 through 35 .
Book publishers, printers, and real estate investment trusts — See instructions 26 – 39 on page 39.
Holding company (ISI code 5512) is often an invalid industry classification for a conglomerate. A conglomerate must determine its industry
code based on the activities of the fully consolidated domestic U.S. business enterprise.
Column 1 – ISI Code — See the Summary of Industry Classifications on page 32. For a full explanation of each code, see the Guide to Industry
Classifications for International Surveys, 2017 located at www.bea.gov/naics2017. For an inactive affiliate, base the industry classification(s) on its
last active period; for “start-ups” with no sales, show the intended activities.
Column 2 – Sales
Column (3) – Number of employees — INCLUDE all full-time and part-time employees on the payroll at the end of FY 2017 associated with each ISI code.
EXCLUDE contract workers and other workers not carried on the payroll of this U.S. affiliate. If employment at the end of FY 2017 was unusually high or low
because of temporary factors (e.g., a strike), give the number of employees that reflects normal operations. If the business enterprise’s activity involves large
seasonal variations, give the average number of employees for FY 2017. If precise figures are not available, provide your best estimate.
NOTE: For most U.S. affiliates, the employment distribution in column 3 is
not proportional to the sales distribution in column 2. Therefore, do
not distribute employment by industry in proportion to sales by industry.
26 Enter code of industry with largest sales ..........................................................
27 Enter code of industry with 2nd largest sales ...................................................
28 Enter code of industry with 3rd largest sales ....................................................
29 Enter code of industry with 4th largest sales ....................................................
30 Enter code of industry with 5th largest sales ....................................................
31 Enter code of industry with 6th largest sales ....................................................
32 Enter code of industry with 7th largest sales ....................................................
33 Enter code of industry with 8th largest sales ....................................................
34 Enter code of industry with 9th largest sales ....................................................
35 Enter code of industry with 10th largest sales ..................................................
36 Number of employees of administrative offices and other auxiliary units that service more than one industry
— INCLUDE employees at corporate headquarters, central administrative, and regional offices, and operating units
that provide administration and management or support services (such as accounting, data processing, legal, research
and development and testing, and warehousing) to more than one industry. EXCLUDE employees that provide
administration and management or support services for only one industry. Instead, report such employees in
column 3 of items 26 through 35 .......................................................................................................................................
37 Sales and employees accounted for — Sum of items 26 through 36 .............................
38 Sales and employees not accounted for above — Items 26 through 35 must all
have entries if amounts are entered in this item .................................................................
39 TOTAL SALES OR GROSS OPERATING REVENUES (excluding sales
taxes) AND EMPLOYEES — Sum of items 37 and 38 , columns 2 and 3. ..........
Number of employees
associated with each ISI
code in column 1
(3)
ISI code
(1)
Sales
(2)
$ Bil. Mil. Thous. Dols.
1 2 3
1 2 3
1 2 3
1 2 3
1 2 3
1 2 3
1 2 3
1 2 3
1 2 3
1 2 3
3
2 3
2 3
1 2 3
1164
1165
1166
1167
1168
1169
1170
1171
1176
1177
1178
1172
1173
000
000
000
000
000
000
000
000
000
000
000
000
000
INCLUDE
• Total sales or gross operating revenues, excluding sales taxes,
returns, allowances, and discounts.
• Fees and commissions.
• Revenues generated during the year from the operations of a
discontinued business segment.
• ONLY finance and insurance companies and units should report
dividends and interest. Companies involved with repos and
reverse repos see instructions 26–39 on page 39.
• Total income of holding companies (ISI code 5512) as reported in
item 44 .
EXCLUDE
• Investment gains and losses reported in item 42 .
• Sales or consumption taxes levied directly on the consumer.
• Excise taxes levied directly on manufacturers, wholesalers, and
retailers.
• Gains or losses from DISPOSALS of discontinued operations and
gains and losses from derivative instruments (report as certain
gains (losses) in item 42 ).
• Dividends and interest earned by non-finance and non-insurance
companies and units (report as other income in item 43 ).
Page 6
1174
--Select ISI CODE--
--Select ISI CODE--
--Select ISI CODE--
--Select ISI CODE--
--Select ISI CODE--
--Select ISI CODE--
--Select ISI CODE--
--Select ISI CODE--
--Select ISI CODE--
--Select ISI CODE--
FORM BE-12A (REV 9/2017)
Part II – Financial and Operating Data of U.S. Affiliate – Continued
2149
2150
2151
2152
2153
2154
2156
2157
2158
2159
Section B — INCOME STATEMENT
INCOME
40 Total sales or gross operating revenues, excluding sales taxes — Must equal item 39 column 2.........................
41 Income from equity investments in unconsolidated U.S. affiliates and all foreign entities — INCLUDE here
the equity in earnings, during the reporting period, for all U.S. and foreign investments that are unconsolidated and
reported in item 67 . INCLUDE dividends received for investments that are owned less than 20 percent and not
subject to FASB ASC 320 (formerly FAS 115). EXCLUDE fair value gains and losses for investments that would
otherwise be accounted for under the equity method. Report such fair value gains (losses) in item 42 ......................
42 Certain gains (losses) — READ INSTRUCTIONS CAREFULLY as this item is based on economic accounting
concepts and may, in some cases, deviate from accounting principles.
Report gross amount before income tax effect. Include tax effect in item 46 .
Report gains (losses) resulting from:
a. Extraordinary, unusual, or infrequently occurring items that are material. INCLUDE losses from accidental
damage or disasters, after estimated insurance reimbursement. INCLUDE other material items, including write-ups,
writedowns, and writeoffs of tangible and intangible assets; gains (losses) from the sale or other dispositions of
capital assets. EXCLUDE legal judgments (report legal judgments against the U.S. affiliate in item 45 ; report legal
settlements in favor of the U.S. affiliate in item 43 );
b. Restructuring. INCLUDE restructuring costs that reflect writedowns or writeoffs of assets or liabilities. EXCLUDE
actual payments, or charges to establish reserves for future actual payments, such as for severance pay, and fees
to accountants, lawyers, consultants, or other contractors. Report them in item 45 ;
c. Sales or disposition of land, other property, plant, and equipment, or other assets, and FASB ASC 360
(formerly FAS144) impairment losses. EXCLUDE gains (losses) from the sale of inventory assets in the ordinary
course of trade or business. Real estate companies, see special instructions IV.42. on page 39;
d. Sales or other disposition of financial assets, including investment securities; gains (losses) related to fair value
accounting; FASB ASC 320 (formerly FAS 115) holding gains (losses) on securities classified as trading
securities; FASB ASC 320 impairment losses; and gains and losses derived from derivative instruments;
e. Goodwill impairment as defined by FASB ASC 350 (formerly FAS 142);
f. DISPOSALS of discontinued operations. EXCLUDE income (loss) from the operations of a discontinued
segment. Report such income (loss) as part of your income from operations in items 26 through 39 ;
g. Remeasurement of the U.S. affiliate’s foreign-currency-denominated assets and liabilities due to changes in
foreign exchange rates during the reporting period;
h. The cumulative effect of a change in accounting principle; and
i. The cumulative effect of a change in the estimate of stock compensation forfeitures under FASB ASC 718
(formerly FAS 123(R)).................................................................................................................................................
43 Other income — Legal settlements in favor of the U.S. affiliate, dividends and interest earned by non-finance and
non-insurance companies and units, non-operating, and other income not included above. — Specify major items
44 Total income — Sum of items 40 through 43 .............................................................................................................
COSTS AND EXPENSES
45 Cost of goods sold or services rendered, and selling, general, and administrative expenses — Operating
expenses that relate to sales or gross operating revenues, item 40 , and selling, general, and administrative
expenses. INCLUDE production royalty payments to governments, their subdivisions and agencies, and to other
persons. INCLUDE legal judgments against the U.S. affiliate. EXCLUDE goodwill impairment as defined by FASB
ASC 350 (formerly FAS 142). Report such impairment losses in item 42 . For guidance on restructuring costs, see
item 42b . ........................................................................................................................................................................
46 Income taxes — Provision for U.S. Federal, state, and local income taxes. INCLUDE the income tax effect of
certain gains (losses) reported in item 42 . EXCLUDE production royalty payments .....................................................
47 Other costs and expenses not included above. Include noncontrolling interests in profits and losses (FASB ASC
810 (formerly FAS 160)). — Specify major items
48 Total costs and expenses — Sum of items 45 through 47 .......................................................................................
NET INCOME
49 Net income (loss) after provision for U.S. Federal, state, and local income taxes — Item 44 minus item 48 .....
$ Bil. Mil. Thous. Dols.
000
000
000
000
000
000
000
000
000
000
Page 7
1
1
1
1
1
1
1
1
1
1
FORM BE-12A (REV 9/2017)
Part II – Financial and Operating Data of U.S. Affiliate – Continued
Section C — DISTRIBUTION OF SALES OR GROSS OPERATING REVENUES
Distribute sales or gross operating revenues among three categories — sales of goods, sales of services, and investment income. For
the purpose of this distribution, “goods” are normally outputs that are tangible and “services” are normally outputs that are intangible. When a sale
consists of both goods and services and cannot be unbundled (i.e., the goods and services are not separately billed), classify the sales as goods or
services based on whichever accounts for a majority of the value.
NOTE — Before completing this section, please see the instructions for items 51 through 53 on page 39.
Insurance companies also see V.A. on page 41 for special instructions.
Utilities and oil & gas producers and distributors — To the extent feasible, revenues are to be allocated between
sales of goods and sales of services. Revenues earned from the sale of a product (e.g., electricity, natural gas, oil,
water, etc.) are to be reported as sales of goods. Revenues earned from the distribution or transmission of a product
(e.g., fees received for the use of transmission lines, pipelines, etc.) are to be reported as sales of services.
50 Total sales or gross operating revenues, excluding sales taxes —
Equals sum of items 51 through 53 ............................................................................................................................
51 Sales of goods ..............................................................................................................................................................
52 Investment income included in gross operating revenues. Include ALL interest and dividends generated by
finance and insurance subsidiaries or units....................................................................................................................
53 Sales of services, total — Sum of items 54 through 58 ...........................................................................................
54 To other U.S. affiliates of the same affiliated foreign group. See illustration of affiliated foreign group on
page 13 .....................................................................................................................................................................
55 To unaffiliated U.S. persons or entities .................................................................................................................
56 To the affiliated foreign group ................................................................................................................................
57 To foreign affiliates owned by this U.S. affiliate. See item 9 for a diagram that illustrates foreign affiliates
owned by this U.S. affiliate. ........................................................................................................................................
58 To all other foreign persons or entities .................................................................................................................
CROSS-BORDER SERVICES TRANSACTIONS
59 Did this U.S. affiliate receive payments or credits from, or make payments or issue credits to, persons or entities located outside
of the United States for any of the items listed below?
• Royalties, license fees, and other fees for the use or sale of intangible property.
• Services including but not limited to: accounting, advertising, computer, construction and related services, consulting, database,
financial, insurance, legal, management, operational leasing, public relations, and research and development services.
Section D — OTHER FINANCIAL AND OPERATING DATA
60 Interest income from all sources (including foreign parents and affiliates), after deduction of taxes withheld
by the payer. Do not net against interest expense (item 61 ) .......................................................................................
61 Interest expenses plus interest capitalized, paid or due to all payees (including to foreign parents and
affiliates), before deduction of U.S. tax withheld by the affiliate. Do not net against interest income (item 60 ) ....
62 Other taxes and non-tax payments (EXCLUDING income and payroll taxes) — Amount paid or accrued for the
year, net of refunds or credits, to U.S. Federal, state, and local governments, their subdivisions and agencies for —
• Sales, consumption, and excise taxes collected by the affiliate on goods and services sold
• Premium taxes paid by insurance companies
• Property and other taxes on the value of assets and capital
• Any remaining taxes (other than income and payroll taxes)
• Non-tax liabilities (other than for purchases of goods and services) such as —
- Import and export duties
- Production royalties for natural resources
- License fees, fines, penalties, and similar items
NOTE: The amount reported in this item SHOULD NOT EQUAL the amount reported in item 46 ..........................
63 Employee compensation — Base compensation on payroll records. Employee compensation must cover
compensation charged as an expense on the income statement, charged to inventories, or capitalized during the
reporting period. INCLUDE wages and salaries and employee benefit plans. EXCLUDE compensation related to
activities of a prior period, such as compensation capitalized or charged to inventories in prior periods. EXCLUDE
compensation of contract workers and other workers not carried on the payroll of this U.S. affiliate. See instruction
63 on page 40 .................................................................................................................................................................
2400
2401
2402
2253
2404
$ Bil. Mil. Thous. Dols.
000
000
000
000
1
1
1186
1
2
Yes No
2243
2244
2245
2246
2247
2248
2249
2250
2251
$ Bil. Mil. Thous. Dols.
000
000
000
000
000
000
000
000
000
1
1
1
1
1
1
1
1
1
1
1
1
1
1
BEA USE ONLY
Page 8
FORM BE-12A (REV 9/2017)
Part II – Financial and Operating Data of U.S. Affiliate – Continued
Section E — INSURANCE INDUSTRY ACTIVITIES
Insurance related activities are covered by industry codes 5243 (insurance carriers, except direct life insurance carriers) and 5249 (direct life
insurance carriers).
64a Of the total sales and gross operating revenues reported in item 39 , column 2,
were any of the sales or revenues generated by insurance related activities?
Yes — Answer items 64b and 64c
No — Skip to item 65
64b Premiums earned — Report premiums, gross of commissions, included in revenue during the reporting year.
Calculate as direct premiums written (including renewals) net of cancellations, plus reinsurance premiums
assumed, minus reinsurance premiums ceded, plus unearned premiums at the beginning of the year, minus
unearned premiums at the end of the year. EXCLUDE all annuity premiums. Also EXCLUDE premiums and policy
fees related to universal and adjustable life, variable and interest-sensitive life, and variable-universal life policies ......
64c Losses incurred — Report losses incurred for the insurance products covered by item 64b . EXCLUDE
loss adjustment expenses and losses that related to annuities. Also EXCLUDE losses related to universal and
adjustable life, variable and interest-sensitive life, and variable-universal life policies.
For property and casualty insurance, calculate as net losses paid during the reporting year, minus net unpaid
losses at the beginning of the year, plus net unpaid losses at the end of the year. In the calculation of net losses,
INCLUDE losses on reinsurance assumed from other companies and EXCLUDE losses on reinsurance ceded to
other companies. Unpaid losses include both case reserves and losses incurred but not reported.
For life insurance, losses reflect policy claims on reinsurance assumed or on primary insurance sold, minus losses
recovered from reinsurance ceded, adjusted for changes in claims due, unpaid, and in course of settlement ...............
Page 9
$ Bil. Mil. Thous. Dols.
000
000
1
1189
BEA USE ONLY
1181
1182
1
1
1
1
1
2
1180
FORM BE-12A (REV 9/2017)
$ Bil. Mil. Thous. Dols.
000
000
000
000
Part II – Financial and Operating Data of U.S. Affiliate – Continued
$ Bil. Mil. Thous. Dols.
000
000
000
000
000
000
000
Section F — BALANCE SHEET
NOTE — Insurance companies see V.A. on page 41 for special instructions.
ASSETS
65
Cash and cash equivalents — INCLUDE deposits in financial institutions and other
cash items and short-term, highly liquid investments that are both readily convertible to
known amounts of cash and so near their maturity that they present insignificant risk of
changes in value because of changes in interest rates. EXCLUDE overdrafts as
negative cash, instead report overdrafts in 71 .................................................................
66 Inventories — Land development companies, EXCLUDE land held for resale (INCLUDE
in item 69 ); finance and insurance companies, EXCLUDE inventories of marketable
securities (INCLUDE in item 69 ) ......................................................................................
67 Equity investment in unconsolidated U.S. and foreign business enterprises —
INCLUDE all ownership in unconsolidated business enterprises using the equity method.
NOTE: INCLUDE ALL foreign affiliates using the equity method (even if majority owned).
68 Property, plant, and equipment, net — INCLUDE land, timber, mineral rights, structures,
machinery, equipment, special tools, deposit containers, construction in progress, and
capitalized tangible and intangible exploration and development costs of the affiliate, net
of accumulated depreciation, depletion, and amortization. INCLUDE items on capital leases
from others, per FASB ASC 840 (formerly FAS 13), and property you own that you lease
to others under operating leases. EXCLUDE all other types of intangible assets, and land
held for resale. (An unincorporated affiliate should include items owned by its foreign
parent but which are in the affiliate’s possession in the United States whether or not
carried on the affiliate’s own books or records.) ................................................................
69 Other assets — INCLUDE all other assets not included above .......................................
70 Total assets — Sum of items 65 through 69 ..........................................................................
LIABILITIES
71 TOTAL LIABILITIES ..........................................................................................................
72 Has fair value accounting been applied to, or elected for, any asset or liability items
included in the amounts reported on the balance sheet above?
Yes — Report the total amount of the fair value assets
and liabilities in the space provided below.
No — Skip to item 73
Of the property, plant, and equipment reported in item 68 ,
what amount was reported using fair value accounting? ...................................................
Of the total assets reported in item 70 , what amount was
reported using fair value accounting? ................................................................................
Of the total liabilities reported in item 71 , what amount was
reported using fair value accounting? ................................................................................
BANKING INDUSTRY ACTIVITIES
73 Of the total sales and gross operating revenues reported in item 39 , column 2, were any of the sales or revenues generated by
depository or non-depository banking activities (industry codes 5221 or 5229)?
Yes — Report the U.S. affiliate’s values for the following
No — Skip to item 74
Assets: Total of all assets reported in the balance sheet
above (column 1 total equals item 70 column 1) .........
Liabilities: Total of all liabilities reported in the balance sheet
above (column 1 total equals item 71 column 1) .........
Interest income: Column 1 total equals item 60 .............................
Interest expense: Column 1 total equals item 61 ...........................
$ Bil. Mil. Thous. Dols.
000
000
000
000
000
000
000
1 2
2101
Page 10
1
1
1
1
1
2
2
2
2
2
2106
2107
2110
2109
2114
$ Bil. Mil. Thous. Dols.
000
000
000
$ Bil. Mil. Thous. Dols.
000
000
000
1 2
2115
1 2
2123
1 2
2597
$ Bil. Mil. Thous. Dols.
000
000
000
000
2126
2
3
2124
2 3
2125
2 3
$ Bil. Mil. Thous. Dols.
000
000
000
000
2127
1
1
1
1 2 3
2104
1 2
Close FY 2017
(1)
Close FY 2016
(Unrestated)
(2)
Total
(1)
Banking activities
in industry codes
5221 or 5229
(2)
All other
(column 1 less
column 2)
(3)
Close FY 2017
(1)
Close FY 2016
(Unrestated)
(2)
1
1
1
2
2112
1
1
1
2
2113
FORM BE-12A (REV 9/2017)
Page 11
Part II – Financial and Operating Data of U.S. Affiliate – Continued
Section F — BALANCE SHEET — Continued
OWNERS’ EQUITY
74 Capital stock and additional paid-in capital — Common and preferred, voting and
non-voting capital stock and additional paid-in capital .......................................................
75 Retained earnings (deficit)..............................................................................................
76 Treasury stock .................................................................................................................
Accumulated other
comprehensive income (loss)
77a Translation adjustment ..........
77b All other components .............
77c Total accumulated other comprehensive income (loss) —
Equals sum of 77a and 77b .............................................................................................
78 Other — INCLUDE noncontrolling interest per FASB ASC 810 (formerly FAS 160).
Specify major items
79 Total owners’ equity — Sum of items 74 , 75 , 76 , 77c and 78 for
incorporated U.S. affiliates and those unincorporated U.S. affiliates for which this
breakdown is available. For those unincorporated U.S. affiliates that cannot provide a
breakdown for items 74 through 78 , report total owners’ equity in this item. For both
incorporated and unincorporated U.S. affiliates, total owners’ equity must equal item
70 (total assets) minus item 71 (total liabilities) .............................................................
Section G — CHANGE IN RETAINED EARNINGS (DEFICIT) — If retained earnings (deficit) is not
shown as a separate account, show change in total owners’ equity.
80 Balance, close FY ended in 2016, before restatement due to a change in the entity (e.g., due to mergers,
acquisitions, divestitures, etc.) or due to a change in accounting methods or principles, if any — Enter
amount from item 75 , column 2; if retained earnings (deficit) is not shown as a separate account, enter
amount from item 79 , column 2 ................................................................................................................................
81 Increase (decrease) due to restatement of FY 2016 closing balance. — Specify reason(s) for change
82 FY 2016 closing balance as restated — Item 80 plus item 81 ............................................................................
83 Net income (loss) — Enter amount from item 49 ....................................................................................................
84 Dividends or earnings distributed — Incorporated affiliates – enter amount of dividends declared, inclusive of
taxes withheld, out of current- or prior-period income, on common and preferred stock, excluding stock dividends.
Unincorporated affiliates – enter amount of current- or prior-period net income distributed to owners ......................
85 Other increases (decreases) in retained earnings (deficit), including stock or liquidating dividends, or in
total owners’ equity if retained earnings (deficit) is not shown as a separate account, including capital
contributions (return of capital). — Specify
86 FY 2017 closing balance — Sum of items 82 , 83 , and 85 minus item 84 ; also must equal item 75 ,
column 1, if retained earnings (deficit) is shown as a separate account, or item 79 , column 1, if retained
earnings (deficit) is not shown as a separate account ................................................................................................
Close FY 2016
(Unrestated)
(2)
$ Bil. Mil. Thous. Dols.
000
000
( )
000
Close FY 2017
(1)
$ Bil. Mil. Thous. Dols.
000
000
( )
000
1 2
2116
1 2
1 2
Close FY 2016
(Unrestated)
(2)
$ Bil. Mil. Thous. Dols.
000
000
Close FY 2017
(1)
$ Bil. Mil. Thous. Dols.
000
000
1 2
1 2
2117
2118
2122
2128
000
000
000
000
000
000
1 2
2129
1 2
2119
2120
1 2
$ Bil. Mil. Thous. Dols.
000
000
000
000
000
000
000
1
1
1
2211
2212
2213
2214
2215
2217
2218
1
1
1
1
FORM BE-12A (REV 9/2017)
$ Bil. Mil. Thous. Dols.
000
000
000
000
000
000
000
000
000
000
000
000
000
000
Page 12
Part II – Financial and Operating Data of U.S. Affiliate – Continued
Section H — LAND AND OTHER PROPERTY, PLANT, AND EQUIPMENT
INCLUDE all land and other property, plant, and equipment carried anywhere on the U.S. affiliate’s balance sheet, whether or not with the intent of
holding and actively using the asset in the operating activity of the business. Land refers to any part of the earth’s surface, including land being leased
from others under capital leases. Other property, plant, and equipment includes: timber, mineral and like rights owned; all structures, machinery,
equipment, special tools, and other depreciable property; construction in progress; capitalized tangible and intangible exploration and development
costs; and the capitalized value of timber, mineral, and like rights leased by the affiliate from others under capital leases. On the balance sheet these
items may be carried in property, plant, and equipment (item 68 ) or in other assets (item 69 ).
EXCLUDE items that the affiliate has sold on a capital lease basis.
CHANGE FROM FY 2016 CLOSING BALANCES TO FY 2017 CLOSING BALANCES
87 Net book value of all land and other property, plant, and equipment at close of FY 2016 wherever carried
on the balance sheet, before restatement due to a change in entity. ............................................................................
CHANGES DURING FY 2017
88 Give amount by which the net book value in item 87 would be restated due to:
If a decrease, put amount in parentheses.
• Change in entity (i.e., due to the acquisition of, or merger with, another company, or the divestiture of a
subsidiary, change in fiscal year, etc.) ......................................................................................................................
• Change in accounting methods or principles .....................................................................................................
Is change in accounting methods due in whole or in part to early implementation of FASB ASU No.2016-02, Leases (Topic 842)?
■ Yes, in whole. ■ Yes, in part. ■ No.
EXPENDITURES — INCLUDE all purchases by, or transfers to, the U.S. affiliate of land and other property, plant, and equipment. EXCLUDE all
changes caused by a change in the entity or by a change in accounting methods or principles during FY 2017 (INCLUDE such changes in item 88 ).
Expenditures by the U.S. affiliate for, or transfers into the U.S. affiliate of,
89 Land — Report expenditures for land except land held for resale.
Report land held for sale in item 94 ......................................................................................................................
90 Mineral rights, including timber — Report capitalized expenditures to acquire mineral and timber rights.
EXCLUDE capitalized expenditures for the exploration and development of natural resources. INCLUDE
those in item 91 .....................................................................................................................................................
91 Property, plant, and equipment other than land and mineral rights (EXCLUDE changes due to mergers
and acquisitions. Report them in item 88 .) ............................................................................................................
92 Annual depreciation ....................................................................................................................................................
93 Annual depletion ..........................................................................................................................................................
94 Net book value of sales, retirements, impairments, or transfers out of assets defined for inclusion in this
section, and other decreases (increases) — INCLUDE expenditures for land held for sale. EXCLUDE amounts
relating to the divestiture of U.S. affiliates. Report such amounts in item 88 ...............................................................
BALANCES AT CLOSE OF FY 2017
95 Net book value of land and other property, plant, and equipment at close of FY 2017 —
Sum of items 87 through 91 , minus sum of items 92 through 94 ..........................................................................
96 Accumulated depreciation and depletion .................................................................................................................
97 Gross book value of all land and other property, plant, and equipment at close of FY 2017, wherever
carried on the balance sheet — Sum of items 95 and 96 ..........................................................................................
ADDENDA
98 Gross book value of land owned — The portion of item 97 that is the gross book value of land owned.
INCLUDE undeveloped and agricultural land, and also the value of land you own that is located under developed
properties such as office buildings, apartment buildings, retail buildings, etc. If your accounting and reporting
systems do not separately account for land and building components when buildings sit upon land that you own,
provide your best estimate of the gross book value of the land owned .........................................................................
99 Expensed petroleum and mining exploration and development expenditures — INCLUDE expensed
expenditures to acquire or lease mineral rights. EXCLUDE expenditures that are capitalized and expenditures
made in prior years that are reclassified in the current year; such expenditures are considered to be expenditures
only in the year when initially expended ........................................................................................................................
BEA USE ONLY
2386
2393
2392
2387
2385
2388
2389
2390
2394
2395
2398
2356
2397
2396
2399
2385
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
2 1 2 2 2 3
FORM BE-12A (REV 9/2017)
Part II – Financial and Operating Data of U.S. Affiliate – Continued
Section I — RESEARCH AND DEVELOPMENT
Research and development (R&D) expenditures – INCLUDE all costs incurred in performing R&D, including depreciation, amortization, wages and
salaries, taxes, materials and supplies, overhead — whether or not allocated to others — and all other indirect costs.
See instructions 100–105 on page 40 for more details of what to include.
NOTE — Items 100 through 105 pertain to R&D performed by the U.S. affiliate, including R&D performed by the U.S. affiliate for others under contract.
100 R&D performed BY the U.S. affiliate, total — Sum of items 101 through 105 . EXCLUDE the cost of R&D
funded by the U.S. affiliate but performed by others. Report such R&D costs in item 106 ..........................................
Funded (or reimbursed) by:
101 U.S. affiliate itself ................................................................................................................................................
102 Federal Government (i.e., federally financed R&D) ............................................................................................
103 Affiliated foreign group. See the example below for an illustration of affiliated foreign group ...........................
104 Foreign affiliates owned by this U.S. affiliate. See item 9 for a diagram that illustrates
foreign affiliates owned by this U.S. affiliate .........................................................................................................
105 Others under contract ........................................................................................................................................
106 R&D performed FOR the U.S. affiliate by others on a contractual basis ................................................................
107 R&D employees — Report the number of employees engaged in R&D in the United States (including the District of
Columbia, Puerto Rico, and all territories and possessions of the United States) during the fiscal year that ended in
calendar year 2017.
R&D employees are scientists, engineers, and other professional and technical employees, including managers,
engaged in scientific or engineering R&D work, at a level that requires knowledge of physical, social, or life sciences,
engineering, mathematics, statistics, or computer science at least equivalent to that acquired through completion
of a four-year college course with a major in one of these fields (i.e., training may be either formal or by experience) ....
BEA USE ONLY
2403
2405
2406
2411
2412
2407
2408
2409
2410
$ Bil. Mil. Thous. Dols.
1
1
1
1
1
1
1
1
Number of
R&D Employees
Page 13
1
000
000
000
000
000
000
000
Affiliated Foreign Group
The affiliated foreign group (AFG) consists of
• The foreign parent (FP), which is the first Foreign Entity
(B) outside the United States, proceeding up a chain of
ownership, that has 10 percent or more voting interest in
the U.S. affiliate, and
• Every foreign affiliate of the foreign parent (FAFP), which
includes
°
Any Foreign Entity (A), proceeding up the foreign
parent’s ownership chain, that has more than 50
percent direct voting interest in the entity below it,
up to and including that entity in which no other
foreign entity has more than 50 percent direct
voting interest, and
°
Any Foreign Entity (C) and Foreign Entity (D),
in which the FP or any FAFP has more than 50
percent direct voting interest.
The AFG does not include:
• Any Foreign Entity (E) proceeding down the FP’s or
FAFP’s ownership chain in which neither the FP nor any
FAFP has more than 50 percent direct voting interest, or
• Any U.S. entity.
Identifying the Affiliated Foreign Group
>50% voting interest >50% voting interest
>50% voting interest
≥10%
voting
interest
≤
50% voting interest
Foreign Parent (FP)
Foreign Entity (B)
FAFP
Foreign Entity (C)
FAFP
Foreign Entity (D)
Foreign Entity (E)
The U.S. Affliate
FAFP
Foreign Entity (A)
Foreign
United States
FORM BE-12A (REV 9/2017)
Section J — U.S. TRADE IN GOODS BY U.S. AFFILIATE ON A SHIPPED BASIS
Report the value of goods exported and imported by the U.S. affiliate during the fiscal year that ended in calendar year 2017.
• Report on a SHIPPED basis, rather than a CHARGED basis. The shipped basis tracks the physical movement of goods. However, U.S. affiliates
normally keep their accounting records on a “charged basis,” which may not reflect the physical movement of goods. The “charged” basis may be
used if there is no material difference between it and the “shipped” basis. However, if there is a material difference, the “shipped” basis must be used
or adjustments must be made to the “charged” basis data to approximate a “shipped” basis. Additional instructions regarding shipped basis are
available on page 40.
• Timing — Only include goods actually shipped during FY 2017 regardless of when the goods were charged or consigned.
• f.a.s. valuation — Value goods f.a.s. (free alongside ship) at the port of exit.
• INCLUDE costs incurred up to the point of loading the goods aboard the export carrier at the port of exit, including the selling price at the interior
point of shipment (or cost if not sold), packaging cost, and inland freight and insurance.
• EXCLUDE all subsequent costs such as loading costs, U.S. and foreign import duties, and freight and insurance from the port of exit to the port of entry.
• Capital goods (e.g., manufacturing equipment used to produce goods
for sale).
• Consigned goods — Include when shipped or received even though
they are not normally recorded as sales or purchases, or entered into
intercompany accounts when initially consigned.
• Electricity, water, and natural gas — Report ONLY the value of the
product (electricity, water, and natural gas). DO NOT report the service
value (transmission and distribution).
• General use computer software — Include packaged general use
computer software at full transaction value (including both the value
of the media on which the software is recorded and the value of the
information contained on the media).
• Goods shipped by an independent carrier or a freight forwarder to or
from the United States at the expense of a U.S. affiliate are, respectively,
imports or exports of the U.S. affiliate.
• Services
• In-transit goods — These are goods that are en route from one
foreign country to another via the United States (such as from
Canada to Mexico via the United States), and goods en route from
one part of the United States to another part via a foreign country
(such as from Alaska to Washington State via Canada).
• Ships, planes, railroad rolling stock, and trucks that were temporarily
outside the United States transporting people or merchandise.
• Customized software designed to meet the needs of a specific
user. This type of software is considered a service and should not be
reported as trade in goods.
• Software transmitted electronically rather than physically shipped.
• Negotiated licensing fees for software to use on networks.
Page 14
Part II – Financial and Operating Data of U.S. Affiliate – Continued
INCLUDE: EXCLUDE:
000
000
000
000
000
000
000
000
000
000
000
000
000
000
000
000
000
000
000
000
000
000
000
000
108 Exports of U.S. affiliate to foreign persons
— Shipped by U.S. affiliate to foreign persons
(valued f.a.s. U.S. port) ....................................
109 Imports of U.S. affiliate from foreign
persons — Sum of items 110 through 113
Shipped to U.S. affiliate by foreign persons
(valued f.a.s. foreign port) ...............................
IMPORTS BY INTENDED USE:
110 Capital equipment and other goods charged
by U.S. affiliate to its fixed asset accounts ...
111 Goods intended for further processing,
assembly, or manufacture by this affiliate
before resale to others .................................
112 Goods for resale without further processing,
assembly, or manufacture by this affiliate .......
113 Other — Specify major items
2502
2515
2529
2530
2528
2531
TOTAL
Sum of columns 2
through 4
(1)
$ Bil. Mil. Thous. Dols.
1
1
1
1
1
Shipped to (by) affiliated
foreign group(s).
(See illustration of affiliated
foreign group on page 13.)
(2)
$ Bil. Mil. Thous. Dols.
Shipped to (by) foreign
affiliates owned by this U.S.
affiliate. (See illustration of
foreign affiliates owned by
this U.S. affiliate on page 3)
(3)
$ Bil. Mil. Thous. Dols.
Shipped to
(by) all other
foreign persons
(4)
$ Bil. Mil. Thous. Dols.
2
2
2
2
2
3
3
3
3
3
4
4
4
4
4
2 3
4
1
FORM BE-12A (REV 9/2017)
EXPORTS OF GOODS BY U.S. AFFILIATE TO FOREIGN PERSONS BY COUNTRY OF ULTIMATE DESTINATION
Report exports of goods by the U.S. affiliate to each country of ultimate destination. The country of ultimate destination is the country where the goods
are to be consumed, further processed, or manufactured, as known to the shipper at the time of exportation. If the shipper does not know the country of ultimate
destination, credit the shipment to the last country to which the shipper knows that the goods will be shipped in the same form as exported.
EXPORTS — Shipped by U.S. affiliate to foreign persons (valued f.a.s. U.S. port)
BEA USE
ONLY
TOTAL
Equals item 108 ,
column 1.
(1)
114 TOTAL must equal sum of items 115 through 136 .
Also must equal amounts reported in item 108 ............
Shipped to foreign
affiliates owned by this
U.S. affiliate and all other
foreign persons. Equals
item
108 , columns 3
plus 4.
(3)
Shipped to affiliated foreign
group(s). Equals item 108 ,
column 2.
(2)
2
$ Bil. Mil. Thous. Dols.
1
2600
TO COUNTRY OF ULTIMATE DESTINATION —
Enter amounts for all individual countries to which
exports were $500 thousand or more.
1 2 3 4
601
115
Australia .....................................................................
2601
1
2 3 4
202
Brazil ...........................................................................
116
2602
1 2 3 4
100
Canada ........................................................................
117
2603
1 2 3 4
650
118
China ...........................................................................
2604
1 2 3 4
119 France .......................................................................... 307 2605
1 2 3 4
120
Germany ...................................................................... 308
2606
1 2 3 4
611
121
Hong Kong ..................................................................
2607
1 2 3 4
314
122
Italy ..............................................................................
2608
1 2 3 4
614
123
Japan ..........................................................................
2609
41 2 3
626
124
Korea, Republic of .....................................................
2610
41 2 3
213
125
Mexico .........................................................................
2611
41 2 3
319Netherlands ................................................................
126
2612
41 2 3
625Singapore ....................................................................
127
2613
1 2 3 4
325
128
Switzerland..................................................................
2614
41 2 3
327
129
United Kingdom ..........................................................
2615
Part II – Financial and Operating Data of U.S. Affiliate – Continued
3
$ Bil. Mil. Thous. Dols.
4
$ Bil. Mil. Thous. Dols.
Other individual countries to which exports were $500
thousand or more — Specify (Use supplemental sheets if
necessary, to account for all such countries.)
1 2 3 4
130
2616
1
2
3 4
131
2617
1 2 3 4
132
2618
1 2 3 4
133
2619
1 2 3 4
134
2620
3 1 2 4
135
2621
Exports to all other countries not listed or
written in above for which exports to each
were LESS than $500 thousand .................................
1 2 3
4
709
2698
136
Page 15
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--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
FORM BE-12A (REV 9/2017)
IMPORTS OF GOODS BY U.S. AFFILIATE FROM FOREIGN PERSONS BY COUNTRY OF ORIGIN
Report imports of goods by the U.S. affiliate from each country of origin. The country of origin is the country where the goods were grown, mined,
or manufactured. If the country of origin cannot be determined, credit the transactions to the country from which the goods were shipped.
FROM COUNTRY OF ORIGIN —
Enter amounts for all individual countries from which
imports were $500 thousand or more.
138
139
140
141
142
143
144
145
146
147
148
149
150
151
152
Part II – Financial and Operating Data of U.S. Affiliate – Continued
Other individual countries for which imports were $500
thousand or more — Specify (Use supplemental sheets if
necessary, to account for all such countries.)
153
154
155
156
157
158
Imports from all other countries not listed or
written in above for which imports from each
were LESS than $500 thousand .................................
159
Page 16
IMPORTS — Shipped to U.S. affiliate by foreign persons (valued f.a.s. foreign port)
BEA USE
ONLY
TOTAL
Equals item 109 ,
column 1.
(1)
Shipped by foreign
affiliates owned by this
U.S. affiliate and all other
foreign persons. Equals
item 109 columns 3
plus 4.
(3)
Shipped by affiliated
foreign group(s). Equals
item 109 column 2.
(2)
2
$ Bil. Mil. Thous. Dols.
1
2800
1 2 3 4
601
2801
1
2 3 4
202
2802
1 2 3 4
100
2803
1 2 3 4
650
2804
1 2 3 4
307 2805
1 2 3 4
308
2806
1 2 3 4
611
2807
1 2 3 4
314
2808
1 2 3 4
614
2809
41 2 3
626
2810
41 2 3
213
2811
41 2 3
319
2812
41 2 3
625
2813
1 2 3 4
325
2814
41 2 3
327
2815
3
$ Bil. Mil. Thous. Dols.
4
$ Bil. Mil. Thous. Dols.
1 2 3 4
2816
1
2
3 4
2817
1 2 3 4
2818
1 2 3 4
2819
1 2 3 4
2820
3 1 2 4
2821
1 2 3
4
709
2898
000
000
000
000
000
000
000
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000
000
000
000
000
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000
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000
000
000
000
000
000
000
000
000
000
000
000
000
000
000
137 TOTAL must equal sum of items 138 through 159 .
Also must equal amounts reported in item 109 ..............
Australia ......................................................................
Brazil ............................................................................
Canada .........................................................................
China ............................................................................
France ..........................................................................
Germany ......................................................................
Hong Kong ..................................................................
Italy ..............................................................................
Japan ...........................................................................
Korea, Republic of .....................................................
Mexico .........................................................................
Netherlands .................................................................
Singapore ....................................................................
Switzerland..................................................................
United Kingdom ..........................................................
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
FORM BE-12A (REV 9/2017)
Include those U.S. business enterprises that are fully consolidated into the reporting U.S. affiliate.
Location of employees or of an asset is the U.S. state, territory, or possession in which the person is permanently employed, or in which the land or
other property, plant, and equipment is physically located and to which property taxes, if any, on such assets are paid. Do not include employees of
foreign business enterprises or operations, whether incorporated or unincorporated.
Column 4 — INCLUDE all employees on the payrolls of operating manufacturing plants in the state. INCLUDE administrative office and other
auxiliary employees located at an operating plant and who serve only that plant. EXCLUDE administrative office and other auxiliary employees who
serve more than one plant.
Column 5 — INCLUDE land and other property, plant, and equipment, whether carried as investments, in fixed asset accounts, or in other balance
sheet accounts. INCLUDE land held for resale, held for investment purposes, and all other land owned. INCLUDE property you own that you lease
to others under operating leases. INCLUDE land and other property, plant, and equipment on capital leases from others, but EXCLUDE property on
capital leases to others.
Column 6 — INCLUDE the gross book value of commercial property you own. Commercial property INCLUDES apartment buildings; office
buildings; hotels; motels; and buildings used for wholesale, retail, and services trades, such as shopping centers, recreational facilities, department
stores, bank buildings, restaurants, public garages, and automobile service stations. INCLUDE the value of land associated with these buildings.
INCLUDE office buildings and associated land owned by industrial companies NOT located at industrial sites. EXCLUDE furniture and equipment
located at commercial property. EXCLUDE property you use for agricultural, mining, manufacturing, or other industrial purposes (such as water
and sewage treatment, electric power generation, and other utility plants), property you use to support these activities, such as research labs and
warehouses, and office buildings located at industrial sites. Also EXCLUDE educational buildings, hospitals, nursing homes, institutional buildings,
and all undeveloped land.
Item 214 —U.S. offshore oil and gas sites – Report employment on offshore oil and gas sites located within U.S. claimed territorial waters but
NOT located within the territorial waters of a specific state. Employment on offshore oil and gas sites located within the territorial waters of a specific
state should be reported in that state. For offshore oil and gas sites located outside U.S. claimed territorial waters, see item 216c below.
Item 216 —Foreign – Except as noted below, do not include employees located outside of the United States in item 216 or elsewhere in Section K.
a. Employees normally located in the United States who are on a temporary duty assignment outside of the country for one year or less should be
reported in the U.S. state, territory, or possession where they are normally located.
b. Employees normally located in the United States who are on a duty assignment outside of the country for more than one year and carried on
the payroll of the domestic U.S. affiliate should be reported in item 216 . Exclude these employees from the BE-12 report if they are carried on a
foreign payroll.
c. Use item 216 to report employment at oil and gas sites that (1) are owned by the U.S. affiliate; (2) are located outside of U.S. claimed territorial
waters; (3) are not incorporated in a foreign country; (4) are not organized as a branch; and (5) do not otherwise have a physical presence in a
foreign country as evidenced by plant and equipment or employees located in a foreign country.
d. Real estate located outside the United States that is owned by the U.S. affiliate and carried on its books but which generates no revenues for,
or reimbursements to, the U.S. affiliate should be reported in item 216 . Real estate located outside the United States that generates revenues
for, or reimbursements to, the U.S. affiliate, or that facilitates the foreign operations of the U.S. affiliate is a foreign subsidiary and should not be
consolidated on this BE-12 report.
e. Machinery and similar equipment located outside the United States at a foreign operating location or subsidiary that are owned by the foreign
operating location or subsidiary should not be consolidated on this BE-12 report. However, if such machinery or similar equipment are owned
by the U.S. affiliate and loaned or leased (under an operating lease) to the foreign operating location or subsidiary, then it should be included in
item 216 “foreign.”
f. Use the category “foreign” to report communication channels that physically exist (i.e., are tangible) that are (1) located outside of the United
States, (2) owned by the U.S. affiliate, and (3) carried directly on the U.S. affiliate’s books (i.e., not carried on the books of a foreign affiliate
owned by the U.S. affiliate). Report satellites in item 217 .
Item 217 — Other property, plant, and equipment — Use this line to report (1) items that frequently switch locations such as aircraft, railroad
rolling stock, ships of U.S. registry, and vehicles engaged in interstate transportation, (2) items such as pipelines, fiber optic cable, power lines, etc.,
located in more than one state that cannot be allocated among specific states, (3) satellites, underwater cable, and other communication channels
that are not located in a specific state, (4) property leased to others, except land or buildings, under operating leases, and (5) items owned by an
unincorporated U.S. affiliate’s foreign parent but which are in the U.S. affiliate’s possession in the United States.
Part II – Financial and Operating Data of U.S. Affiliate – Continued
Page 17
Section K — SCHEDULE OF EMPLOYMENT AND PROPERTY, PLANT, AND EQUIPMENT, BY LOCATION
FORM BE-12A (REV 9/2017)
Part II – Financial and Operating Data of U.S. Affiliate – Continued
LOCATION
State
code
(2)
Number of
employees at the end
of FY 2017
Total equals item
39,
column 3.
(3)
The portion of
employees in
column (3) that
are manufacturing
employees
(4)
Gross book value (historical cost) of
all land and other property, plant, and
equipment wherever carried on balance
sheet, FY 2017 closing balance.
Total equals item 97.
(5)
The portion of column (5) that is
commercial property
(6)
160
TOTAL – Sum of items 161
through 217 ...........................
Number Number
$ Bil. Mil. Thous. Dols. $ Bil. Mil. Thous. Dols.
2700
3 4 5
000
6
000
161 Alabama .................................. 2701
2
01
3 4 5
000
6
000
162 Alaska ...................................... 2702
2
02
3 4 5
000
6
000
163 Arizona .................................... 2703
2
04
3 4 5
000
6
000
164 Arkansas ................................. 2704
2
05
3 4 5
000
6
000
165 California ................................. 2705
2
06
3 4 5
000
6
000
166 Colorado .................................. 2706
2
08
3 4 5
000
6
000
167 Connecticut .............................. 2707
2
09
3 4 5
000
6
000
168 Delaware ................................. 2708
2
10
3 4 5
000
6
000
169 Florida ..................................... 2709
2
12
3 4 5
000
6
000
170 Georgia .................................... 2710
2
13
3 4 5
000
6
000
171 Hawaii ...................................... 2711
2
15
3 4 5
000
6
000
172 Idaho........................................ 2712
2
16
3 4 5
000
6
000
173 Illinois ....................................... 2713
2
17
3 4 5
000
6
000
174 Indiana ..................................... 2714
2
18
3 4 5
000
6
000
175 Iowa ......................................... 2715
2
19
3 4 5
000
6
000
176 Kansas ..................................... 2716
2
20
3 4 5
000
6
000
177 Kentucky .................................. 2717
2
21
3 4 5
000
6
000
178 Louisiana ................................. 2718
2
22
3 4 5
000
6
000
179 Maine ....................................... 2719
2
23
3 4 5
000
6
000
180 Maryland .................................. 2720
2
24
3 4 5
000
6
000
181 Massachusetts ......................... 2721
2
25
3 4 5
000
6
000
182 Michigan .................................. 2722
2
26
3 4 5
000
6
000
183 Minnesota ................................ 2723
2
27
3 4 5
000
6
000
184 Mississippi ............................... 2724
2
28
3 4 5
000
6
000
185 Missouri ................................... 2725
2
29
3 4 5
000
6
000
186 Montana ................................... 2726
2
30
3 4 5
000
6
000
187 Nebraska ................................. 2727
2
31
3 4 5
000
6
000
188 Nevada .................................... 2728
2
32
3 4 5
000
6
000
189 New Hampshire ....................... 2729
2
33
3 4 5
000
6
000
190 New Jersey .............................. 2730
2
34
3 4 5
000
6
000
191 New Mexico ............................. 2731
2
35
3 4 5
000
6
000
Continue on the next page
Section K — SCHEDULE OF EMPLOYMENT AND PROPERTY, PLANT, AND EQUIPMENT, BY LOCATION
PLEASE REVIEW THE INSTRUCTIONS ON PAGE 17.
Page 18
FORM BE-12A (REV 9/2017)
LOCATION
State
code
(2)
Number of
employees at
the end of
FY 2017
(3)
The portion of
employees in
column (3) that
are manufacturing
employees
(4)
Gross book value (historical cost) of
all land and other property, plant, and
equipment wherever carried on balance
sheet, FY 2017 closing balance.
(5)
The portion of column (5) that is
commercial property
(6)
Number Number
$ Bil. Mil. Thous. Dols. $ Bil. Mil. Thous. Dols.
192 New York .................................. 2732
2
36
3 4 5
000
6
000
193 North Carolina ......................... 2733
2
37
3 4 5
000
6
000
194 North Dakota ........................... 2734
2
38
3 4 5
000
6
000
195 Ohio ......................................... 2735
2
39
3 4 5
000
6
000
196 Oklahoma ................................ 2736
2
40
3 4 5
000
6
000
197 Oregon ..................................... 2737
2
41
3 4 5
000
6
000
198 Pennsylvania ........................... 2738
2
42
3 4 5
000
6
000
199 Rhode Island ........................... 2739
2
44
3 4 5
000
6
000
200 South Carolina ......................... 2740
2
45
3 4 5
000
6
000
201 South Dakota ........................... 2741
2
46
3 4 5
000
6
000
202 Tennessee ............................... 2742
2
47
3 4 5
000
6
000
203 Texas ....................................... 2743
2
48
3 4 5
000
6
000
204 Utah ......................................... 2744
2
49
3 4 5
000
6
000
205 Vermont ................................... 2745
2
50
3 4 5
000
6
000
206 Virginia ..................................... 2746
2
51
3 4 5
000
6
000
207 Washington .............................. 2747
2
53
3 4 5
000
6
000
208 West Virginia ............................ 2748
2
54
3 4 5
000
6
000
209 Wisconsin ................................ 2749
2
55
3 4 5
000
6
000
210 Wyoming .................................. 2750
2
56
3 4 5
000
6
000
211 District of Columbia ................. 2751
2
11
3 4 5
000
6
000
212 Puerto Rico .............................. 2752
2
43
3 4 5
000
6
000
213 Virgin Islands ........................... 2753
2
52
3 4 5
000
6
000
214
U.S. offshore oil and gas
sites – See instruction 214
on page 17...............................
2756
2
65
3 4 5
000
6
000
215
Other U.S. areas – includes
Guam, American Samoa,
and all other territories and
possessions not separately
listed ........................................
2754
2
60
3 4 5
000
6
000
216
Foreign – See instruction 216
on page 17...............................
2758
2
70
3 4 5
000
6
000
217
Other property, plant and
equipment – See instruction
217 on page 17........................
2759
2
71
5
000
Part II – Financial and Operating Data of U.S. Affiliate – Continued
Page 19
Section K — SCHEDULE OF EMPLOYMENT AND PROPERTY, PLANT, AND EQUIPMENT, BY LOCATION
PLEASE REVIEW THE INSTRUCTIONS ON PAGE 17.
FORM BE-12A (REV 9/2017)
218 Number of Parts III filed by the U.S. affiliate – If there is only one, enter “1.” ............................................
Part III – Investment and Transactions Between U.S. Affiliate and Affiliated Foreign Group
Name of U.S. business enterprise shown on
page 1 of this BE-12A
Instructions for Part III – Prepare a separate Part III to report each ownership interest held by a foreign parent, at anytime during the fiscal year that
ended in calendar year 2017, in the U.S. affiliate named on page 1 of this BE-12. If a foreign parent held both direct and indirect ownership interests in
this U.S. affiliate, prepare one Part III to report the direct interest and a separate Part III to report the indirect interest. A Part III must also be prepared
for foreign parent ownership interests disposed of during the year.
Use this Part III to report the foreign parent with the largest voting interest at year-end. Use copies of this Part III to report all additional direct and
indirect voting interests, if any, held by foreign parents in this U.S. affiliate. Additional Part III pages may be downloaded from www.bea.gov/fdi.
If more than one Part III is filed, do not duplicate positions in, or transactions with, the U.S. affiliate.
Section A – IDENTIFICATION OF FOREIGN PARENT AND ULTIMATE BENEFICIAL OWNER (UBO)
BEA USE ONLY
Control number
3010
1
219 Enter name of foreign parent being reported in this Part III. If the foreign parent is an individual enter “individual.”
0
3011
220 For the foreign parent named in item 219 , this Part III is being used to report – Mark (X) one. A direct foreign parent ownership interest in the
U.S. affiliate should match the percentage reported on page 4. An indirect foreign parent ownership interest in the U.S. affiliate must be calculated
based on the percentages reported on page 5.
1
3012
A direct ownership interest in the U.S. affiliate. See example 1 on page 21 for an illustration of a direct ownership interest.
An indirect ownership interest in the U.S. affiliate. See example 2 on page 21 for an illustration of an indirect ownership interest, and
diagram on page 33 for an illustration of how to calculate percentage of indirect foreign parent ownership.
3013
1
Close FY 2017 Close FY 2016
221 If item 220 is marked direct–
Give percent of –
“Voting interest” and “equity interest” are defined in instruction
14–17 on page 39. If the U.S. affiliate is a partnership or Limited
Liability Company also see instructions 8.b. and 8.c. on page
38.
NOTE – Ownership percentages reported in item 221 must
match those reported in item 14 for the foreign parent listed in
item 219 .
(1) (2)
1 2
a. Voting interest owned ...............................
% % . .
3014
1 2
b. Equity interest owned ...............................
% % . .
3015
222 Country in which foreign parent named in item 219 –
BEA USE ONLY
a. is incorporated or organized, if a
business enterprise, or is a resident,
if an individual. See instruction V.G.
on page 42 ................................................
b. is located, if a business enterprise
and the country is different from that
in item 222a ..............................................
1
3016
1
3017
223 Enter the industry code of the foreign parent named in item 219 , from the list of codes on page 21 that best describes
the PRIMARY activity of the SINGLE entity named as the foreign parent. DO NOT base the code on the worldwide sales
of all consolidated subsidiaries of the foreign parent. ..........................................................................................................................
1
3018
−
Page 20
— — — — — — — —
— — — — — — — —
--Select Country--
--Select Country--
--Select Industry--
FORM BE-12A (REV 9/2017)
FOREIGN PARENT AND UBO INDUSTRY CODES
Note: “ISI codes” are International Surveys Industry codes, as given in the Guide to Industry
Classifications for International Surveys, 2017.
17 Information (ISI codes 5111–5191)
18 Professional, scientific, and technical services
(ISI codes 5411–5419)
19 Other services (ISI codes 1150, 2132, 2133, 5321,
5329, and 5611–8130)
Manufacturing, including fabricating,
assembling, and processing of goods:
20 Food (ISI codes 3111–3119)
21 Beverages and tobacco products (ISI codes 3121 and 3122)
22 Pharmaceuticals and medicine (ISI code 3254)
23 Other chemicals (ISI codes 3251–3259, except 3254)
24 Nonmetallic mineral products (ISI codes 3271–3279)
25 Primary and fabricated metal products
(ISI codes 3311–3329)
26 Computer and electronic products (ISI codes 3341–3346)
27 Machinery (ISI codes 3331–3339)
28 Electrical equipment, appliances and
components (ISI codes 3351–3359)
29 Motor vehicles and parts (ISI codes 3361–3363)
30 Other transportation equipment (ISI codes 3364–3369)
31 Other manufacturing (ISI codes 3130–3231, 3261, 3262,
3370–3399)
32 Petroleum manufacturing, including integrated petroleum
and petroleum refining without extraction (ISI codes
3242–3244)
01 Government and government-owned or
-sponsored enterprise, or quasi-government
organization or agency
02 Pension fund — Government run
03 Pension fund — Privately run
04 Estate, trust, or nonprofit organization
05 Individual
Private business enterprise, investment
organization, or group engaged in:
06 Insurance (ISI codes 5242, 5243, 5249)
07 Agriculture, forestry, fishing and hunting
(ISI codes 1110–1140)
08 Mining (ISI codes 2111–2127)
09 Construction (ISI codes 2360–2380)
10 Transportation and warehousing (ISI codes 4810–
4939)
11 Utilities (ISI codes 2211–2213)
12 Wholesale and retail trade (ISI codes 4231–4540)
13 Banking, including bank holding companies
(ISI codes 5221 and 5229)
14 Holding companies, excluding bank holding
companies (ISI codes 5512 and 5513)
15 Other finance (ISI codes 5223, 5224, 5231, 5238, that
part of ISI code 5252 that is not estates and trusts,
and ISI code 5331)
16 Real estate (ISI code 5310)
Part III – Investment and Transactions Between U.S. Affiliate and Affiliated Foreign Group – Continued
Page 21
Example 1. Ownership held directly by a foreign parent
Foreign company Y is the
foreign parent because it is
the first owner located outside
the U.S. in a chain of ownership
that owns 10 percent or more
of the U.S. affiliate.
Foreign
United States
Foreign company X
Foreign company Y
(foreign parent)
10 to 100 percent
U.S. affiliate
Example 2. Ownership held directly by all U.S. affiliates of
the foreign parent(s)
Foreign
United States
U.S. affiliate B is indirectly
owned by the foreign parent
through U.S. affiliate A. U.S.
affiliate A has a direct ownership
interest in U.S. affiliate B.
Foreign parent
10 to 100 percent
U.S. affiliate A
U.S. affiliate B
EXAMPLES OF DIRECT AND INDIRECT FOREIGN OWNERSHIP
FORM BE-12A (REV 9/2017)
Part III – Investment and Transactions Between U.S. Affiliate and Affiliated Foreign Group – Continued
Section A – IDENTIFICATION OF FOREIGN PARENT AND ULTIMATE BENEFICIAL OWNER (UBO) – Continued
Furnish the name, country, and industry code of the UBO. The UBO is that person or entity, proceeding up the ownership chain
beginning with and including the foreign parent, that is not more than 50 percent owned or controlled by another person or entity. See
instruction II.P. on page 36 for the complete definition of UBO.
NOTE: See the diagrams at the bottom of this page for examples of the UBO.
224 Is the foreign parent named in item 219 also the UBO? If the foreign parent is owned or controlled MORE THAN 50 percent by another
person or entity, then the foreign parent is NOT the UBO.
1 Yes – (example 1 below) – Skip to 227
3019
2 No – (examples 2A and 2B below) – Continue with item 225
225 Enter the name of the UBO of the foreign parent. If the UBO is an individual, or an associated group of individuals, enter “individual.” See
instruction II.D. on page 35 for the definition of associated group. Identifying the UBO as “bearer shares” is not an acceptable response.
0
3021
226 Enter country in which the UBO is incorporated or organized, if a business enterprise, or is resident, if an
individual or government. For individuals, see instruction V.G. on page 42.
BEA USE ONLY
227 Enter the industry code of the UBO from the list of codes on page 21. Select the industry code that best reflects the consolidated worldwide
sales of the UBO, including all of its majority-owned subsidiaries.
3023 1
DO NOT use code "14" for UBO.
Page 22
1
1
EXAMPLES OF THE ULTIMATE BENEFICIAL OWNER (UBO)
Example 1 – The UBO and foreign parent are the same
Foreign company X
The UBO and foreign parent are the
same if the foreign parent is NOT
more than 50 percent owned or
controlled by another person or entity.
1 to 50 percent
Foreign parent = UBO
Foreign
United States
U.S. affiliate
Examples 2A and 2B – The foreign parent is NOT the UBO
A. The UBO is a foreign person or entity
B. The UBO is a U.S. person or entity
Foreign company X
(UBO)
Foreign company Z is the foreign
parent of the U.S. affiliate. U.S.
company C is the UBO.
Foreign company Y is the foreign
parent of the U.S. affiliate; foreign
company X is the UBO. The foreign
parent is not the UBO if the foreign
parent is more than 50 percent
owned or controlled by another
person or entity.
>50 Percent
Foreign company Z
(Foreign Parent)
Foreign company Y
(foreign parent)
>50 Percent
Foreign
Foreign
United States
United States
U.S. affiliate
U.S. company C
(UBO)
U.S. affiliate
1 3022
--Select Country--
--Select Industry--
FORM BE-12A (REV 9/2017)
NOTE: Amounts reported in Sections B, C, D, and E must be for the fully consolidated U.S. affiliate. The consolidation rules begin
on page 36.
228 Copy your answer from item 220 to the appropriate box below and follow the applicable instructions.
A direct interest – Continue with item 229 . Do not duplicate data reported on other Parts III.
An indirect interest – Skip to item 230 . Do not duplicate data reported on other Parts III.
b.
a.
Item 229e – Report dividends as of the date they were declared or paid, GROSS of any U.S. tax withheld. Any subsequent settlement of
dividends declared but not paid SHOULD NOT be reported a second time, but should be reflected only as a reduction in item 235 .
Exclude stock and liquidating dividends. Report liquidating dividends in item 241 .
Item 229f – Report gross amounts of earnings distributed by unincorporated U.S. affiliates, whether out of current or past earnings.
Section B – FOREIGN PARENT’S DIRECT EQUITY SHARE IN THE U.S. AFFILIATE, AS CONSOLIDATED
229 What is the foreign parent’s share of:
a. The U.S. affiliate’s net income (loss), after provision for income taxes?
Enter the foreign parent’s share of item 49 .................................................................................................................
b. Certain gains (losses) included in net income in item 229a ? Enter the foreign parent’s share of item 42 .................
c. U.S. Federal, state, and local income taxes on certain gains (losses) reported in 229b ?
Enter the portion of item 46 that is the income tax effect on the amount reported in item 229b ...............................
d. Certain gains (losses) not included in net income in item 229a but taken to other comprehensive income?
Enter the foreign parent’s share of the CHANGE in item 77b of the balance sheet ....................................................
e. Dividends on common and preferred stock (gross of U.S. withholding taxes) excluding stock dividends? ...................
f. Earnings distributed by unincorporated U.S. affiliates? .................................................................................................
g. U.S. tax withheld on dividends (item 229e ) or on distributed earnings of unincorporated U.S. affiliate
(item 229f )? .................................................................................................................................................................
FY 2017
1
1
1
3085
3086
3087
3088
3074
3075
1
1
1
1
3076
Part III – Investment and Transactions Between U.S. Affiliate and Affiliated Foreign Group – Continued
Page 23
BEA USE ONLY
1
3077
$ Bil. Mil. Thous. Dols.
000
000
000
000
000
000
000
INSTRUCTIONS FOR SECTION B
Section C – REVERSE OWNERSHIP
1
1
1
2
3092
CLOSE FY 2017
Voting
Interest
(1)
Equity
Interest
(2)
Value of
equity owned
(3)
Percent Percent
000
31 2
3093
___ ___ ___ . ___% ___ ___ ___ . ___%
$ Bil. Mil. Thous. Dols.
230 Did the U.S. affiliate have a voting and/or equity interest in the foreign parent?
A U.S. affiliate has reverse ownership in its foreign parent if it has a voting or
equity interest in the foreign parent.
Yes – Enter percent of ownership, to the tenth of one percent, and
the dollar value of the equity owned in the foreign parent by the U.S.
affiliate at the end of FY 2017 ......................................................................
No – Continue with item 231
FORM BE-12A (REV 9/2017)
Part III – Investment and Transactions Between U.S. Affiliate and Affiliated Foreign Group – Continued
Section D – PAYABLE AND RECEIVABLE BALANCES, AND INTEREST, BETWEEN AFFILIATED FOREIGN GROUP AND
U.S. AFFILIATE, AS CONSOLIDATED
Finance Industry Classifications
5221 Depository credit intermediation (Banking)
5223 Activities related to credit intermediation
5224 Non-depository credit intermediation, except branches and agencies
5229 Non-depository branches and agencies
5231 Securities and commodity contracts intermediation and brokerage
5238 Other financial investment activities and exchanges
5252 Funds, trusts, and other finance vehicles
Insurance Industry Classifications
5242 Agencies, brokerages, and other insurance related activities
5243 Insurance carriers, except direct life insurance carriers
5249 Direct life insurance carriers
Real Estate and Rental and Leasing Industry Classifications
5310 Real estate
5321 Automotive equipment rental and leasing
5329 Other rental and leasing activities
5331 Lessors of nonfinancial intangible assets, except copyrighted works
Questions 231 through 234
are intended to assist banks and other types of finance companies in determining how to complete the rest of Part III .
U.S. affiliates that also file Treasury International Capital (TIC) B Forms may not be required to complete 235 through 238 .
231 Is the foreign parent listed in 219 a depository or non-depository bank (ISI codes 5221 or 5229), a securities broker or dealer
(ISI codes 5231) or in the finance industry (ISI codes 5223, 5224, 5238, 5252)?
232 Is the U.S. affiliate a “bank” (ISI codes 5221 or 5229) or primarily acting as a securities broker or dealer (ISI codes 5231)?
Note: A “bank” is a business engaged in deposit banking or closely related functions, including commercial
banks, Edge Act corporations, U.S. branches and agencies of foreign banks, savings and loans, savings banks,
bank holding companies and financial holding companies under the Gramm–Leach–Bliley Act.
233 Do any of the U.S. business enterprises consolidated in this report have insurance (ISI codes 5242, 5243, or 5249), real estate
(ISI code 5310), or leasing activities (ISI codes 5321, 5329, or 5331)?
234 Do any of the U.S. business enterprises consolidated in this report have depository or non-depository banking activities
(ISI codes 5221 or 5229) or securities broker or dealer activities (ISI codes 5231)?
3052
1
2
Yes
No – SKIP to 235 .
3053
1
2
Yes
No – SKIP to 234 .
3054
1
2
Yes – Complete 235 thru 238 but ONLY report balances and interest between this U.S. affiliate and the affiliated
foreign group that relate to insurance, real estate, and leasing activities.
No – SKIP to 239 .
3055
1
2
Yes – Complete 235 thru 238 but ONLY report balances and interest between this U.S. affliliate and the
affiliated foreign group NOT related to depository or non-depository banking activities or securities broker
or dealer activities.
No – Continue to 235 .
Page 24
FORM BE-12A (REV 9/2017)
Part III – Investment and Transactions Between U.S. Affiliate and Affiliated Foreign Group – Continued
Report all current and long-term intercompany accounts and interest between the U.S. affiliate and the affiliated foreign group.
• Derivatives Contracts – EXCLUDE the value of outstanding financial derivatives contracts
and any payments or receipts resulting from the settlement of those contracts. For example, the
settlements of interest rate derivatives should NOT be reported as interest or as another type of
transaction on this form. Derivatives contracts are covered by the Treasury International Capital (TIC)
Form D, Report of Holdings of, and Transactions in, Financial Derivatives Contracts.
• Leases – If leases between the U.S. affiliate and the affiliated foreign group are capitalized, then the
outstanding capitalized value should be reported as an intercompany balance. Lease payments should
be disaggregated into the amounts that are (i) a reduction in an intercompany balance, and (ii) interest.
• Insurance Technical Reserves – INCLUDE these provisions (prepaid premiums, claims payable, etc.)
when with related parties.
• DO NOT net payables and receivables.
• DO NOT net interest expense against interest income.
• Interest expense and interest income should be reported on the accrual basis.
Please see the diagram above and on page 13 to identify the Foreign Parent and the Foreign Affiliates of the Foreign Parent (FAFP). Report payable
and receivable balances as well as the annual interest expense and interest income, separately for each. Note: Country detail will be required for
FAFP transactions in 237 and 238 .
235 What were the total short- and long-term payable balances owed by the U.S. affiliate to the affiliated foreign group, and the related
interest expense?
Payable/expensed to:
TOTAL short- and long-term payables Interest expense
Close FY 2017 Close FY 2016 FY 2017
$ Bil. Mil. Thou. Dols. $ Bil. Mil. Thou. Dols. $ Bil. Mil. Thou. Dols.
A. Foreign parent .......................................................3056
1
000
2
000
3
000
B. Foreign affiliates of the foreign parent (FAFP) ...... 3072
1
000
2
000
3
000
C. TOTAL for affiliated foreign group .........................3059
1
000
2
000
3
000
236 What were the total short- and long-term receivable balances owed to the U.S. affiliate by the affiliated foreign group, and the related
interest income?
Receivable/income from:
TOTAL short- and long-term receivables Interest income
Close FY 2017 Close FY 2016 FY 2017
$ Bil. Mil. Thou. Dols. $ Bil. Mil. Thou. Dols. $ Bil. Mil. Thou. Dols.
A. Foreign parent .......................................................3057
1
000
2
000
3
000
B. Foreign affiliates of the foreign parent (FAFP) ...... 3094
1
000
2
000
3
000
C. TOTAL for affiliated foreign group .........................3081
1
000
2
000
3
000
Affiliated foreign group
>50%
Foreign Parent
This U.S. affiliate
>50%
FAFP
>50%
Foreign
United States
FAFP
FAFP
see page 13 for diagram description
Page 25
BEA USE ONLY
3064
3084
1
1
2
2
0
0
0
0
0
0
FORM BE-12A (REV 9/2017)
Part III – Investment and Transactions Between U.S. Affiliate and Affiliated Foreign Group – Continued
U.S. AFFILIATES' PAYABLES AND INTEREST EXPENSE TO FAFPs
237 How are the amounts reported in
235 B allocated by country?
Short- and long-term payables Interest expense
Close FY 2017 Close FY 2016 FY 2017
$ Bil. Mil. Thou. Dols. $ Bil. Mil. Thou. Dols. $ Bil. Mil. Thou. Dols.
A. Australia
4101
1
601
2
000
3
000
4
000
B. Brazil
4102
1
202
2
000
3
000
4
000
C. Canada
4103
1
100
2
000
3
000
4
000
D. China
4104
1
650
2
000
3
000
4
000
E. France
4105
1
307
2
000
3
000
4
000
F. Germany
4106
1
308
2
000
3
000
4
000
G. Japan
4107
1
614
2
000
3
000
4
000
H. Mexico
4108
1
213
2
000
3
000
4
000
I. Netherlands
4109
1
319
2
000
3
000
4
000
J. Singapore
4110
1
625
2
000
3
000
4
000
K. Switzerland
4111
1
325
2
000
3
000
4
000
L. United Kingdom
4112
1
327
2
000
3
000
4
000
M.
Other countries - Specify
4113
1 2
000
3
000
4
000
N.
4114
1 2
000
3
000
4
000
O.
4115
1 2
000
3
000
4
000
P.
4116
1 2
000
3
000
4
000
Q.
4117
1 2
000
3
000
4
000
R.
4118
1 2
000
3
000
4
000
S.
4119
1 2
000
3
000
4
000
T.
4120
1 2
000
3
000
4
000
U.
4121
1 2
000
3
000
4
000
V.
4122
1 2
000
3
000
4
000
W.
4123
1 2
000
3
000
4
000
X.
4124
1 2
000
3
000
4
000
Y.
4125
1 2
000
3
000
4
000
Z. Unallocated* 4148
1
709
2
000
3
000
4
000
Continue listing onto as many copied pages as needed.
*Unallocated – Combine values for countries which individually amount to less than $500 thousand.
Notes
Page 26
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
FORM BE-12A (REV 9/2017)
Part III – Investment and Transactions Between U.S. Affiliate and Affiliated Foreign Group – Continued
U.S. AFFILIATES' PAYABLES AND INTEREST EXPENSE TO FAFPs
237 How are the amounts reported in
235 B allocated by country?
Short- and long-term payables Interest expense
Close FY 2017 Close FY 2016 FY 2017
$ Bil. Mil. Thou. Dols. $ Bil. Mil. Thou. Dols. $ Bil. Mil. Thou. Dols.
4126
1
2
000
3
000
4
000
4127
1
2
000
3
000
4
000
4128
1
2
000
3
000
4
000
4129
1
2
000
3
000
4
000
4130
1
2
000
3
000
4
000
4131
1
2
000
3
000
4
000
4132
1
2
000
3
000
4
000
4133
1
2
000
3
000
4
000
4134
1
2
000
3
000
4
000
4135
1
2
000
3
000
4
000
4136
1
2
000
3
000
4
000
4137
1
2
000
3
000
4
000
4138
1 2
000
3
000
4
000
4139
1 2
000
3
000
4
000
4140
1 2
000
3
000
4
000
4141
1 2
000
3
000
4
000
4142
1 2
000
3
000
4
000
4143
1 2
000
3
000
4
000
4144
1 2
000
3
000
4
000
4145
1 2
000
3
000
4
000
4146
1 2
000
3
000
4
000
4147
1 2
000
3
000
4
000
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
FORM BE-12A (REV 9/2017)
Part III – Investment and Transactions Between U.S. Affiliate and Affiliated Foreign Group – Continued
Page 27
U.S. AFFILIATES' RECEIVABLES AND INTEREST INCOME TO FAFPs
238 How are the amounts reported in
236 B allocated by country?
Short- and long-term receivables Interest income
Close FY 2017 Close FY 2016 FY 2017
$ Bil. Mil. Thou. Dols. $ Bil. Mil. Thou. Dols. $ Bil. Mil. Thou. Dols.
A. Australia
4150
1
601
2
000
3
000
4
000
B. Brazil
4151
1
202
2
000
3
000
4
000
C. Canada
4152
1
100
2
000
3
000
4
000
D. China
4153
1
650
2
000
3
000
4
000
E. France
4154
1
307
2
000
3
000
4
000
F. Germany
4155
1
308
2
000
3
000
4
000
G. Japan
4156
1
614
2
000
3
000
4
000
H. Mexico
4157
1
213
2
000
3
000
4
000
I. Netherlands
4158
1
319
2
000
3
000
4
000
J. Singapore
4159
1
625
2
000
3
000
4
000
K. Switzerland
4160
1
325
2
000
3
000
4
000
L. United Kingdom
4161
1
327
2
000
3
000
4
000
M.
Other countries - Specify
4162
1 2
000
3
000
4
000
N.
4163
1 2
000
3
000
4
000
O.
4164
1 2
000
3
000
4
000
P.
4165
1 2
000
3
000
4
000
Q.
4166
1 2
000
3
000
4
000
R.
4167
1 2
000
3
000
4
000
S.
4168
1 2
000
3
000
4
000
T.
4169
1 2
000
3
000
4
000
U.
4170
1 2
000
3
000
4
000
V.
4171
1 2
000
3
000
4
000
W.
4172
1 2
000
3
000
4
000
X.
4173
1 2
000
3
000
4
000
Y.
4174
1 2
000
3
000
4
000
Z. Unallocated*
4198
1
709
2
000
3
000
4
000
Continue listing onto as many copied pages as needed.
*Unallocated – Combine values for countries which individually amount to less than $500 thousand.
Notes
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
FORM BE-12A (REV 9/2017)
Part III – Investment and Transactions Between U.S. Affiliate and Affiliated Foreign Group – Continued
U.S. AFFILIATES' RECEIVABLES AND INTEREST INCOME TO FAFPs
238 How are the amounts reported in
236 B allocated by country?
Short- and long-term receivables Interest income
Close FY 2017 Close FY 2016 FY 2017
$ Bil. Mil. Thou. Dols. $ Bil. Mil. Thou. Dols. $ Bil. Mil. Thou. Dols.
4175
1
2
000
3
000
4
000
4176
1
2
000
3
000
4
000
4177
1
2
000
3
000
4
000
4178
1
2
000
3
000
4
000
4179
1
2
000
3
000
4
000
4180
1
2
000
3
000
4
000
4181
1
2
000
3
000
4
000
4182
1
2
000
3
000
4
000
4183
1
2
000
3
000
4
000
4184
1
2
000
3
000
4
000
4185
1
2
000
3
000
4
000
4186
1
2
000
3
000
4
000
4187
1 2
000
3
000
4
000
4188
1 2
000
3
000
4
000
4189
1 2
000
3
000
4
000
4190
1 2
000
3
000
4
000
4191
1 2
000
3
000
4
000
4192
1 2
000
3
000
4
000
4193
1 2
000
3
000
4
000
4194
1 2
000
3
000
4
000
4195
1 2
000
3
000
4
000
4196
1 2
000
3
000
4
000
4197
1 2
000
3
000
4
000
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
--Select Country--
FORM BE-12A (REV 9/2017)
Section E – CHANGE IN THE FOREIGN PARENT’S SHARE OF THE U.S. AFFILIATE’S CAPITAL ACCOUNT (IF INCORPORATED)
OR EQUITY (IF UNINCORPORATED)
Part III – Investment and Transactions Between U.S. Affiliate and Affiliated Foreign Group – Continued
Page 28
000
239 During the year indicated in item 6, was there a change in the foreign parent’s share of the U.S. affiliate’s capital account
(if incorporated) or equity (if unincorporated)?
Report in 240 or 241 the transaction value (i.e., market value) of consideration given or received.
Unincorporated U.S. affiliates must report the foreign parent’s share of any increase (decrease) in the U.S. affiliate’s equity (or home office
account), arising from its transactions with the foreign parent, excluding amounts reported in Part III , Section B and Section D.
Include in 240 and 241 changes caused by:
• Treasury stock transactions with the foreign parent and liquidating dividends;
• Capitalization of intercompany debt (report the amount of debt converted to equity as the transaction value of the equity increase in
240C ), and adjust the debt balance as appropriate in 235A ;
• Purchase or sale of capital stock by the foreign parent from or to the U.S. affiliate;
• Change in capital of the U.S. affiliate owned by the foreign parent that did not result from a change of stock issued.
Exclude from 240 and 241 changes caused by:
• Carrying net income (loss) to the equity account (i.e., retained earnings);
• Dividends/earnings distributed and stock dividends. Report in 229E or 229F ;
• Balance sheet translation adjustments;
• The effect of treasury stock transactions with persons other than the foreign parent;
• Reorganizations in capital structure that do not affect total equity;
• Investments that are written off.
3097
1
2
Yes
No – DO NOT complete items 240 through 243 . You are done with this Part III.
240 What is the increase in the foreign parent’s equity interest in the U.S. affiliate due to:
3068
$ Bil. Mil. Thou. Dols.
A. Establishment of the U.S. affiliate or acquisition (partial or total) of an equity
interest in this U.S. affiliate by the foreign parent from other foreign persons? ..............................................
3067
B. Acquisition (partial or total) of an equity interest in this U.S. affiliate by the foreign
parent from other U.S. persons?.....................................................................................................................
241 What is the decrease in the foreign parent’s equity interest in the U.S. affiliate due to:
A. Liquidation or sale (partial or total) of an equity interest in this U.S. affiliate by the
foreign parent to other foreign persons?.........................................................................................................
3070
B. Sale (partial or total) of an equity interest in this U.S. affiliate by the foreign parent
to other U.S. persons? ....................................................................................................................................
3069
C. Return of capital and other transactions from the U.S. affiliate to the foreign parent? ......................................
242 What is the total change in the foreign parent’s equity interest in the U.S. affiliate
from the prior year? Sum of ( 240A + 240B + 240C ) minus ( 241A + 241B + 241C ) .....................................
3071
243 For items 240 and 241 , what are the amounts (e.g., goodwill) by
which the transaction value:
For acquisition 240
$ Bil. Mil. Thou. Dols.
A. Exceeds the value carried on the books of the U.S. affiliate? ............................
B. Is less than the value carried on the books of the U.S. affiliate? ............................
000
000
000
000
For liquidation or sale 241
1
1
1
1 2
$ Bil. Mil. Thou. Dols.
000
000
000
3095
C. Capital contributions and other transactions by the foreign parent to the U.S.
affiliate? ..........................................................................................................................................................
000
000
000
3096
1
1
1
1
1
1
1
2
3090
3091
OMB No. 0608-0042: Approval Expires 12/31/2020
U.S. DEPARTMENT OF COMMERCE
FORM BE-12 Supplement A (2017)
BUREAU OF ECONOMIC ANALYSIS
(REV. 9/2017)
LIST OF ALL U.S. BUSINESS ENTERPRISES FULLY CONSOLIDATED INTO THE REPORTING U.S. AFFILIATE
NOTE – If you fled a Supplement A or a computer pr intout of Supplement A with your 2016 BE-15 report, in lieu of completing a
new Supplement A, you may substitute a copy of that Supplement A or computer printout that has been updated to show
any additions, deletions, or other changes.
BEA USE ONLY
Page number
Name of U.S. affliate as sho wn on page 1
Supplement A must be completed by a reporting affliate that consolidates fnancial and oper ating data of any other U.S. business
enterprises. The number of U.S. business enterprises listed below plus the reporting U.S. business enterprises must agree with
item 10 on page 4. Continue listing onto as many additional copied pages as necessary.
Primary Employer Identifcation Number as
5110
shown in item 3 on page 2.
1
–
Name of each U.S. business enterprise
consolidated (as represented in item 10 on page 4)
(1)
Employer Identifcation Number
used to fle income and
payroll taxes
(2)
Name of U.S. business enterprise which holds
the direct ownership interest in the U.S. affliate
listed in column 1
(3)
Percent of direct voting ownership
that the entity named in column 3
holds in the entity named in column 1.
– Enter percent to nearest tenth.
(4)
1
5111
2 3
–
4 5
.
%
1
5112
2 3
–
4 5
.
%
1
5113
2 3
–
4 5
.
%
1
5114
2 3
–
4 5
.
%
1
5115
2 3
–
4 5
.
%
1
5116
2 3
–
4 5
.
%
1
5117
2 3
–
4 5
.
%
1
5118
2 3
–
4 5
.
%
1
5119
2 3
–
4 5
.
%
1
5120
2 3
–
4 5
.
%
1
5121
2 3
–
4 5
.
%
1
5122
2 3
–
4 5
.
%
1
5123
2 3
–
4 5
.
%
1
5124
2 3
–
4 5
.
%
1
5125
2 3
–
4 5
.
%
1
5126
2 3
–
4 5
.
%
1
5127
2 3
–
4 5
.
%
1
5128
2 3
–
4 5
.
%
1
5129
2 3
–
4 5
.
%
1
5130
2 3
–
4 5
.
%
1
5131
2 3
–
4 5
.
%
1
5132
2 3
–
4 5
.
%
1
5133
2 3
–
4 5
.
%
FORM BE-12A (REV 9/2017)
Page 29
BEA
U
6
6
6
6
6
6
6
6
6
6
6
6
6
6
6
6
6
6
6
6
BEA USE
ONLY
If the affiliate has
changed since the last
report, please select
the reason. If it is new,
please select "New".
--Select Reason--
--Select Reason--
--Select Reason--
--Select Reason--
--Select Reason--
--Select Reason--
--Select Reason--
--Select Reason--
--Select Reason--
--Select Reason--
--Select Reason--
--Select Reason--
--Select Reason--
--Select Reason--
--Select Reason--
--Select Reason--
--Select Reason--
--Select Reason--
--Select Reason--
--Select Reason--
If you need to file more lines, use the separate Excel Supplement file provided on the website.
OMB No. 0608-0042: Approval Expires 12/31/2020
Page number
BE-12 Supplement A (2017) – LIST OF ALL U.S. BUSINESS ENTERPRISES FULLY CONSOLIDATED INTO THE REPORTING U.S. AFFILIATE – Continued
Percent of direct voting ownership
that the U.S. entity named in column
3 holds in the U.S. entity named in
column 1. – Enter percent to
nearest tenth.
(4)
Name of U.S. business enterprise which holds
the direct ownership interest in the U.S.
business
enterprise listed in column 1
(3)
Employer Identification
Number used to file income
and payroll taxes
(2)
Name of each U.S. business enterprise
consolidated (as represented in item 10
on page 4)
(1)
3 1 2 4 5
%
.
5134
%
.
5135
5136
.
5137
%
.
%
.
5138
%
.
5139
.
%
5140
5141
.
%
5142
%
.
%
.
5143
%
5144
.
%
.
5145
%
.
5146
%
.
5147
%
.
5148
%
.
5149
%
.
5150
%
.
5151
.
%
5152
%
.
5153
%
5154
.
.
%
5155
%
.
5156
%
.
5157
%
.
5158
5159
%
.
3 1 2 4 5
3 1 2 4 5
3 1 2 4 5
3 1 2 4 5
3 1 2 4 5
3 1 2 4 5
3 1 2 4 5
3 1 2 4 5
3 1 2 4 5
3 1 2 4 5
3 1 2 4 5
3 1 2 4 5
3 1 2 4 5
3 1 2 4 5
3 1 2 4 5
3 1 2 4 5
3 1 2 4 5
3 1 2 4 5
3 1 2 4 5
3 1 2 4 5
3 1 2 4 5
3 1 2 4 5
3 1 2 4 5
3 1 2 4 5
3 1 2 4 5
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
%
Page 30
FORM BE-12A (REV 11/2017)
BEA Use
Box (6)
If you need to file more lines, use the separate Excel Supplement file provided on the website.
OMB No. 0608-0042: Approval Expires 12/31/2020
FORM BE-12 Supplement B (2017)
U.S. DEPARTMENT OF COMMERCE
(REV. 9/2017)
BUREAU OF ECONOMIC ANALYSIS
LIST OF ALL U.S. AFFILIATES IN WHICH THE REPORTING AFFILIATE (AS CONSOLIDATED) HAS A DIRECT
OWNERSHIP INTEREST BUT WHICH ARE NOT FULLY CONSOLIDATED
NOTE – If you fled a Supplement B or a computer pr intout of Supplement B with your 2016 BE-15 report, in lieu of completing a
new Supplement B, you may substitute a copy of that Supplement B or computer printout that has been updated to
show any additions, deletions, or other changes.
BEA USE ONLY
Page number
Name of U.S. affliate as sho wn on page 1
Supplement B must be completed by a reporting affliate which fles a BE-12 and has a direct o wnership interest in a U.S. affliate(s) which is (are)
not fully consolidated. The number of U.S. affliates listed belo w must agree with item 11 on page 4. Continue listing onto as many additional
copied pages as necessary.
BEA USE ONLY
Name of each U.S. affliate in which a direct
interest is held but that is not listed in
Supplement A
(1)
Address
Provide number, street, city, state,
and ZIP Code
(2)
Employer Identifcation Number
used to fle income and
payroll taxes
(3)
Percent of direct voting ownership
interest that the fully consolidated
U.S. business enterprise named on
page 1, holds in the entity named in
column 1. – Enter percent to
nearest tenth.
(4)
1
6211
2 3 5
–
6
. %
1
6212
2 3 5
–
6
. %
1
6213
2 3 5
–
6
. %
1
6214
2 3 5
–
6
. %
1
6215
2 3 5
–
6
. %
1
6216
2 3 5
–
6
. %
1
6217
2 3 5
–
6
. %
1
6218
2 3 5
–
6
. %
1
6219
2 3 5
–
6
. %
1
6220
2 3 5
–
6
. %
1
6221
2 3 5
–
6
. %
FORM BE-12A (REV 9/2017)
Page 31
7
7
7
7
7
7
7
7
7
7
7
BEA USE
ONLY
If the affiliate has
changed since the last
report, please select
the reason. If it is new,
please select "New".
--Select Reason--
--Select Reason--
--Select Reason--
--Select Reason--
--Select Reason--
--Select Reason--
--Select Reason--
--Select Reason--
--Select Reason--
--Select Reason--
--Select Reason--
FORM BE-12A (REV 9/2017)
Page 32
Summary of Industry Classifications – For a full explanation of each code see www.bea.gov/naics2017
5151 Radio and television broadcasting
5152 Cable and other subscription programming
5173 Wired and wireless telecommunications carriers
5174 Satellite telecommunications
5179 Other telecommunications
5182 Data processing, hosting, and related services
5191 Other information services
Finance and Insurance
5221 Depository credit intermediation (Banking)
5223 Activities related to credit intermediation
5224 Non-depository credit intermediation, except
branches and agencies
5229 Non-depository branches and agencies
5231 Securities and commodity contracts
intermediation and brokerage
5238 Other financial investment activities and
exchanges
5242 Agencies, brokerages, and other insurance
related activities
5243 Insurance carriers, except direct life insurance carriers
5249 Direct life insurance carriers
5252 Funds, trusts, and other finance vehicles
Real Estate and Rental and Leasing
5310 Real estate
5321 Automotive equipment rental and leasing
5329 Other rental and leasing services
5331 Lessors of nonfinancial intangible assets,
except copyrighted works
Professional, Scientific, and Technical
Services
5411 Legal services
5412 Accounting, tax preparation, bookkeeping,
and payroll services
5413 Architectural, engineering, and related services
5414 Specialized design services
5415 Computer systems design and related services
5416 Management, scientific, and technical
consulting services
5417 Scientific research and development services
5418 Advertising, public relations, and related services
5419 Other professional, scientific, and
technical services
Management of Companies and Enterprises
5512 Holding companies, except bank holding
companies
5513 Corporate, subsidiary, and regional
management offices
Administrative and Support, Waste
Management, and Remediation Services
5611 Office administrative services
5612 Facilities support services
5613 Employment services
5614 Business support services
5615 Travel arrangement and reservation services
5616 Investigation and security services
5617 Services to buildings and dwellings
5619 Other support services
5620 Waste management and remediation services
Educational Services
6110 Educational services
Health Care and Social Assistance
6210 Ambulatory health care services
6220 Hospitals
6230 Nursing and residential care facilities
6240 Social assistance services
Arts, Entertainment, and Recreation
7110 Performing arts, spectator sports,
and related industries
7121 Museums, historical sites, and similar
institutions
7130 Amusement, gambling, and recreation
industries
Accommodation and Food Services
7210 Accommodation
7220 Food services and drinking places
Other Services
8110 Repair and maintenance
8120 Personal and laundry services
8130 Religious, grantmaking, civic, professional,
and similar organizations
Public Administration
9200 Public administration
3334 Ventilation, heating, air-conditioning,
and commercial refrigeration equipment
3335 Metalworking machinery
3336 Engines, turbines, and power
transmission equipment
3339 Other general purpose machinery
3341 Computer and peripheral equipment
3342 Communications equipment
3343 Audio and video equipment
3344 Semiconductors and other
electronic components
3345 Navigational, measuring, electromedical,
and control instruments
3346 Manufacturing and reproducing
magnetic and optical media
3351 Electric lighting equipment
3352 Household appliances
3353 Electrical equipment
3359 Other electrical equipment and components
3361 Motor vehicles
3362 Motor vehicle bodies and trailers
3363 Motor vehicle parts
3364 Aerospace products and parts
3365 Railroad rolling stock
3366 Ship and boat building
3369 Other transportation equipment
3370 Furniture and related products
3391 Medical equipment and supplies
3399 Other miscellaneous manufacturing
Wholesale Trade, Durable Goods
4231 Motor vehicle and motor vehicle
parts and supplies
4232 Furniture and home furnishing
4233 Lumber and other construction materials
4234 Professional and commercial
equipment and supplies
4235 Metal and mineral (except petroleum)
4236 Household appliances, and electrical and
electronic goods
4237 Hardware, and plumbing and heating
equipment and supplies
4238 Machinery, equipment, and supplies
4239 Miscellaneous durable goods
Wholesale Trade, Nondurable Goods
4241 Paper and paper product
4242 Drugs and druggists’ sundries
4243 Apparel, piece goods, and notions
4244 Grocery and related product
4245 Farm product raw material
4246 Chemical and allied products
4247 Petroleum and petroleum products
4248 Beer, wine, and distilled alcoholic beverage
4249 Miscellaneous nondurable goods
Wholesale Trade, Electronic Markets
and Agents And Brokers
4251 Wholesale electronic markets and
agents and brokers
Retail Trade
4410 Motor vehicle and parts dealers
4420 Furniture and home furnishings
4431 Electronics and appliance
4440 Building material and garden equipment
and supplies dealers
4450 Food and beverage
4461 Health and personal care
4471 Gasoline stations
4480 Clothing and clothing accessories
4510 Sporting goods, hobby, book, and music
4520 General merchandise
4530 Miscellaneous store retailers
4540 Non-store retailers
Transportation and Warehousing
4810 Air transportation
4821 Rail transportation
4833 Petroleum tanker operations
4839 Other water transportation
4840 Truck transportation
4850 Transit and ground passenger transportation
4863 Pipeline transportation of crude oil,
refined petroleum products, and natural gas
4868 Other pipeline transportation
4870 Scenic and sightseeing transportation
4880 Support activities for transportation
4920 Couriers and messengers
4932 Petroleum storage for hire
4939 Other warehousing and storage
Information
5111 Newspaper, periodical, book, and
directory publishers
5112 Software publishers
5121 Motion picture and video industries
5122 Sound recording industries
Agriculture, Forestry, Fishing, and Hunting
1110 Crop production
1120 Animal production and aquaculture
1130 Forestry and logging
1140 Fishing, hunting, and trapping
1150 Support activities for agriculture and forestry
Mining
2111 Oil and gas extraction
2121 Coal
2123 Nonmetallic minerals
2124 Iron ores
2125 Gold and silver ores
2126 Copper, nickel, lead, and zinc ores
2127 Other metal ores
2132 Support activities for oil and gas operations
2133 Support activities for mining, except
for oil and gas operations
Utilities
2211 Electric power generation,
transmission, and distribution
2212 Natural gas distribution
2213 Water, sewage, and other systems
Construction
2360 Construction of buildings
2370 Heavy and civil engineering construction
2380 Specialty trade contractors
Manufacturing
3111 Animal foods
3112 Grain and oilseed milling
3113 Sugar and confectionery products
3114 Fruit and vegetable preserving and
specialty foods
3115 Dairy products
3116 Meat products
3117 Seafood product preparation and packaging
3118 Bakery products and tortillas
3119 Other food products
3121 Beverages
3122 Tobacco
3130 Textile mills
3140 Textile product mills
3150 Apparel
3160 Leather and allied products
3210 Wood products
3221 Pulp, paper, and paperboard mills
3222 Converted paper products
3231 Printing and related support activities
3242 Integrated petroleum refining and extraction
3243 Petroleum refining without extraction
3244 Asphalt and other petroleum and
coal products
3251 Basic chemicals
3252 Resins, synthetic rubbers, and artificial
and synthetic fibers and filaments
3253 Pesticides, fertilizers, and other
agricultural chemicals
3254 Pharmaceuticals and medicines
3255 Paints, coatings, and adhesives
3256 Soap, cleaning compounds, and
toilet preparations
3259 Other chemical products and preparations
3261 Plastics products
3262 Rubber products
3271 Clay products and refractories
3272 Glass and glass products
3273 Cement and concrete products
3274 Lime and gypsum products
3279 Other nonmetallic mineral products
3311 Iron and steel mills
3312 Steel products from purchased steel
3313 Alumina and aluminum production
and processing
3314 Nonferrous metal (except aluminum)
production and processing
3315 Foundries
3321 Forging and stamping
3322 Cutlery and hand tools
3323 Architectural and structural metals
3324 Boilers, tanks, and shipping containers
3325 Hardware
3326 Spring and wire products
3327 Machine shop products, turned products, and
screws, nuts, and bolts
3328 Coating, engraving, heat treating,
and allied activities
3329 Other fabricated metal products
3331 Agriculture, construction, and mining machinery
3332 Industrial machinery
3333 Commercial and service industry machinery
Authority – This survey is being conducted pursuant to the
International Investment and Trade in Services Survey Act (P.L. 94-472.,
90 Stat. 2059, 22 U.S.C. 3101-3108, as amended, hereinafter “the Act”),
and the filing of reports is MANDATORY pursuant to Section 5(b)(2) of
the Act (22 U.S.C. 3104).
A response is required from persons (in the broad sense, including
companies) subject to the reporting requirement of the BE-12 survey
whether or not contacted by BEA. Also, persons contacted by BEA, either
by being sent a report form or by other written inquiry, concerning being
subject to reporting must respond pursuant to section 801.3 of 15 CFR,
Chapter VIII. This may be accomplished by completing and submitting
Form BE-12A, BE-12B, BE-12C, or BE-12 Claim For Not Filing,
whichever is applicable, by May 31, 2018.
Penalties – Whoever fails to report shall be subject to a civil penalty
of not less than $4,527, and not more than $45,268, and to injunctive
relief commanding such person to comply, or both. These civil penalties
are subject to inflationary adjustments. Those adjustments are found in
15 CFR 6.4. Whoever willfully fails to report shall be fined not more than
$10,000 and, if an individual, may be imprisoned for not more than one
year, or both. Any officer, director, employee, or agent of any corporation
who knowingly participates in such violations, upon conviction, may be
punished by a like fine, imprisonment or both (22 U.S.C. 3105).
Notwithstanding any other provision of the law, no person is required
to respond to, nor shall any person be subject to a penalty for failure to
comply with, a collection of information subject to the requirements of the
Paperwork Reduction Act, unless that collection of information displays a
currently valid OMB Control Number. The control number for this survey
is at the top of page 1 of this form.
Respondent Burden – Public reporting burden for this BE-12A form
is estimated to vary from 7.5 to 678 hours per response, with an average
of 99 hours per response, including the time for reviewing instructions,
searching existing data sources, gathering and maintaining the data
needed, and completing and reviewing the collection of information. Send
comments regarding this burden estimate or any other aspect of this
collection of information, including suggestions for reducing this burden,
to Director, Bureau of Economic Analysis (BE-1), U.S. Department of
Commerce, 4600 Silver Hill Road, Washington, DC 20233; and to the
Office of Management and Budget, Paperwork Reduction Project 0608-
0042, Washington, DC 20503.
Confidentiality – The Act provides that your report to this Bureau
is CONFIDENTIAL and may be used only for analytical or statistical
purposes. Without your prior written permission, the information filed
in your report CANNOT be presented in a manner that allows it to be
individually identified. Your report CANNOT be used for purposes of
taxation, investigation, or regulation. Copies retained in your files are
immune from legal process. Per the Cybersecurity Enhancement Act of
2015, your data are protected from cybersecurity risks through security
monitoring of the BEA information systems.
I. REPORTING REQUIREMENTS
A. Who must report – A BE-12 report is required for each U.S.
affiliate, i.e., for each U.S. business enterprise in which a foreign
person or entity owned or controlled, directly or indirectly, 10 percent
or more of the voting securities if an incorporated U.S. business
enterprise, or an equivalent interest if an unincorporated U.S.
business enterprise, at the end of the business enterprise’s fiscal
year that ended in calendar year 2017. Certain private funds may be
exempt from filing; see item (f) of the BE-12 Claim for Not Filing for
more information.
Foreign ownership interest – All direct and indirect lines of
ownership held by a foreign person in a given U.S. business enterprise
must be summed to determine if the enterprise is a U.S. affiliate of the
foreign person for purposes of reporting.
Indirect ownership interest in a U.S. business enterprise is
the product of the direct ownership percentage of the foreign parent in
the first U.S. business enterprise in the ownership chain multiplied by that
first enterprise’s direct ownership percentage in the second U.S. business
enterprise, multiplied by each succeeding direct ownership percentage of
each other intervening U.S. business enterprise in the ownership chain
between the foreign parent and the given U.S. business enterprise.
Example: In the diagram below, foreign person A owns 100% of the
voting stock of U.S. affiliate B; U.S. affiliate B owns 50% of the voting stock
of U.S. affiliate C; and U.S. affiliate C owns 25% of the voting stock of U.S.
affiliate D. Therefore, U.S. affiliate B is 100% directly owned by foreign
person A; U.S. affiliate C is 50% indirectly owned by foreign person A; and
U.S. affiliate D is 12.5% indirectly owned by foreign person A.
A report is required even if the foreign person’s voting interest in the U.S.
business enterprise was established or acquired during the reporting
period.
Beneficial, not record, ownership is the basis of the reporting criteria.
Voting securities, voting stock, and voting interest all have the same
general meaning and are used interchangeably throughout these
instructions and the report forms.
Airline and ship operators – U.S. stations, ticket offices, and
terminal and port facilities of foreign airlines and ship operators that
provide services ONLY to the foreign airlines’ and ship operators’ own
operation are not required to report. Reports are required when such
enterprises produce significant revenues from services provided to
unaffiliated persons.
Agencies and representative offices – U.S. representative
offices, agents, and employees of a foreign person or entity that meet
the criteria outlined below are not considered to be U.S. affiliates, and
therefore, should not be reported on Forms BE-12A, BE-12B, or BE-12C.
However, a foreign person’s or entity’s disbursements to maintain U.S.
sales and representative offices must be reported on Form BE-125,
Quarterly Survey of Transactions in Selected Services and Intellectual
Property with Foreign Persons. Copies of Form BE-125 are available on
the BEA Web site at: www.bea.gov/ssb
2017 BENCHMARK SURVEY OF FOREIGN DIRECT INVESTMENT IN THE UNITED STATES
BE-12A INSTRUCTIONS
NOTE: Instructions in section IV are cross referenced by number to the items located on pages 2 to 16.
Page 33
Foreign person A
Foreign
U.S.
100%
↓
U.S. affiliate B
100% directly owned
by foreign person A
U.S. affiliate C
100% x 50% = 50% indirectly
owned by foreign person A
25%
↓
U.S. affiliate D
100% x 50% x 25% = 12.5%
indirectly owned by foreign person A
↓ 50%
FORM BE-12A (REV 11/2017)
I. REPORTING REQUIREMENTS – Continued
A U.S. presence of a foreign person or entity (or their representative(s)) is
considered a U.S. sales promotion or representative office if:
1. It is engaged only in sales promotion, representational activities,
public relations activities, or the gathering of market information,
on behalf of the foreign person or entity;
2. It does not produce revenue (other than funds from the foreign
person or entity to cover its expenses).
3. It has minimal assets held either in its own name or in the name
of the foreign person or entity.
A U.S. presence of a foreign person or entity (or their
representative(s)) that produces revenue for its own account from
goods or services it provides to others is considered a U.S. affiliate
and is subject to the BE-12 reporting requirements.
1. Which form to file – Review the questions below and the flow chart
on this page to determine if your U.S. business enterprise is required to
file the BE-12 survey. Blank forms can be found at: www.bea.gov/fdi
a. Were at least 10 percent of the voting rights in your business
enterprise directly or indirectly owned by a foreign person or entity
at the end of your fiscal year that ended in calendar year 2017?
¨
Yes — Continue with question b.
¨
No — File Form BE-12 Claim for Not Filing by May 31, 2018.
b. Were more than 50 percent of the voting rights in this U.S. business
enterprise owned by another U.S. affiliate at the end of this U.S.
business enterprise's fiscal year that ended in calendar year 2017?
¨
Yes — Continue with question c.
¨
No — Skip to question d. NOTE: Your business is hereafter
referred to as a “U.S. affiliate.”
c. Do different foreign persons hold a direct and an indirect ownership
interest in this U.S. affiliate (exception c to the consolidation rules)?
(The consolidation rules are found in instruction IV.2. starting on
page 36.)
¨ Yes — Continue with question d. NOTE: Your business is
hereafter referred to as a “U.S. affiliate.”
¨ No – This U.S. affiliate must be consolidated on the BE-12 report
of the U.S. affiliate that owns it more than 50 percent. File the
BE-12 Claim for Not Filing with page 1 and item (e) on page 3
completed by May 31, 2018. Notify the U.S. affiliate that owns
this affiliate more than 50 percent, and have them consolidate
your data into their report.
d. Did any one of the items – Total assets, Sales or gross operating
revenues, or Net income (loss) – for the U.S. affiliate (not just the
foreign parent’s share) exceed $60 million at the end of, or for, its
fiscal year that ended in calendar year 2017?
¨ Yes — Continue with question e.
¨ No – File Form BE-12C by May 31, 2018.
e. Was the U.S. affiliate majority-owned by its foreign parent(s) at
the end of its fiscal year that ended in calendar year 2017? (A
U.S. affiliate is “majority-owned” if the combined direct and indirect
ownership interests of all foreign parents of the U.S. affiliate exceed
50 percent.)
¨ Yes — Continue with question f.
¨ No — File Form BE-12B by May 31, 2018.
f. Did any one of the items – Total assets, Sales or gross operating
revenues, or Net income (loss) – for the U.S. affiliate (not just the
foreign parent’s share) exceed $300 million at the end of, or for, its
fiscal year that ended in calendar year 2017?
¨ Yes — File Form BE-12A by May 31, 2018.
¨ No — File Form BE-12B by May 31, 2018.
Page 34
Which 2017 BE-12 Form to File?
At least 10 percent voting interest directly
and/or indirectly owned by a foreign person?
Yes
No
More than 50 percent of the voting rights owned
by another U.S. affiliate at end of the fiscal year
ending in calendar year 2017?
File Form BE-12
Claim for Not Filing
Yes No
Do different foreign persons hold a direct and
indirect ownership interest in the U.S. affiliate
(exception c to the consolidation rules found in
instruction IV.2. on page 37)?
Yes No
This U.S. affiliate must be consolidated on
the BE-12 report of the U.S. affiliate that
owns it more than 50 percent. File Form
BE-12 Claim for Not Filing.
Assets, sales, or net income (loss)
greater than $60 million?
Yes No
Majority-owned directly and/or
indirectly by foreign parents?
Yes No
File Form
BE-12B
Assets, sales, or net
income (loss) greater
than $300 million?
Yes No
File Form
BE-12A
File Form
BE-12B
File Form
BE-12C
FORM BE-12A (REV 11/2017)
NOTE: Certain private funds may be exempt from filing.
See www.bea.gov/surveys/privatefunds for more information.
I. REPORTING REQUIREMENTS – Continued
2. Who must file Form BE-12A – 2017 Benchmark Survey of
Foreign Direct Investment in the United States?
A Form BE-12A must be completed and filed by May 31, 2018, by
each U.S. business enterprise that was a U.S. affiliate of a foreign
person at the end of its fiscal year that ended in calendar year 2017, if:
a. The ownership or control (both direct and indirect) by all foreign
parents in the voting securities of an incorporated U.S.
business enterprise (or an equivalent interest of an unincorporated
U.S. business enterprise) at the end of the fiscal year that ended
in calendar year 2017, was more than 50 percent (i.e., the
voting securities, or equivalent interest were majority owned by
foreign parents), and
b. On a fully consolidated, or, in the case of real estate investments,
an aggregated basis, any one of the following three items – Total
assets (do not net out liabilities), or Sales or gross operating
revenues, excluding sales taxes, or Net income after provision
for U.S. income taxes – for the U.S. affiliate (not just the foreign
parent’s share) exceeded $300 million (positive or negative) at the
end of, or for, its fiscal year that ended in calendar year 2017.
B. Aggregation of real estate investments – Aggregate all real
estate investments of a foreign person for the purpose of applying
the reporting criteria. Use a single report form to report the aggregate
holdings, unless BEA has granted permission to do otherwise. Those
holdings not aggregated must be reported separately. Real estate is
discussed more fully in instruction V.C. on page 41.
C. Aggregated reporting for banks – All U.S. branches and
agencies (including International Banking Facilities) directly owned by
a foreign bank may be aggregated on a single BE-12.
U.S. branches and agencies, directly owned by the foreign parent,
that are aggregated on this report should be counted separately and
listed separately on the Supplement A to this form. See Example A
below.
U.S. branches and agencies, owned by a U.S. bank affiliate, should
be consolidated on this report but not counted separately and not
listed separately on the Supplement A to this form. See Example B in
the next column.
Note that subsequent filings of Form BE-15 annual reports and Form
BE-605 quarterly reports with BEA, if required, must be on the same
aggregated basis. If all U.S. branches and agencies directly owned
by a foreign bank are not aggregated on a single report, then each
branch or agency must file a separate BE-12.
II. DEFINITIONS
A. United States, when used in a geographic sense, means the
several states, the District of Columbia, the Commonwealth of Puerto
Rico, and all territories and possessions of the United States.
B. Foreign, when used in a geographic sense, means that which
is situated outside the United States or which belongs to or is
characteristic of a country other than the United States.
C. Person, means any individual, branch, partnership, association,
associated group, estate, trust, corporation, or other organization
(whether or not organized under the laws of any state), and any
government (including a foreign government, the U.S. Government,
a state or local government, and any agency, corporation, financial
institution, or other entity or instrumentality thereof, including a
government sponsored agency).
D. Associated group means two or more persons who, by the
appearance of their actions, by agreement, or by an understanding,
exercise their voting privileges in a concerted manner to influence the
management of a business enterprise. The following are deemed to
be associated groups:
1. Members of the same family.
2. A business enterprise and one or more of its officers or directors.
3. Members of a syndicate or joint venture.
4. A corporation and its domestic subsidiaries.
E. Foreign person means any person resident outside the United
States or subject to the jurisdiction of a country other than the United
States.
F. Direct investment means the ownership or control, directly
or indirectly, by one person of 10 percent or more of the voting
securities of an incorporated business enterprise or an equivalent
interest in an unincorporated business enterprise.
G. Foreign direct investment in the United States means the
ownership or control, directly or indirectly, by one foreign person of
10 percent or more of the voting securities of an incorporated U.S.
business enterprise or an equivalent interest in an unincorporated
U.S. business enterprise, including a branch.
H. Business enterprise means any organization, association, branch,
or venture which exists for profit making purposes or to otherwise
secure economic advantage, and any ownership of any real estate.
I. Branch means the operations or activities conducted by a person
in a different location in its own name rather than through an
incorporated entity.
J. Affiliate means a business enterprise located in one country which
is directly or indirectly owned or controlled by a person of another
country to the extent of 10 percent or more of its voting securities for
an incorporated business enterprise or an equivalent interest for an
unincorporated business enterprise, including a branch.
Page 35
FORM BE-12A (REV 11/2017)
Foreign parent
bank A
Foreign
U.S.
Miami
branch
Los Angeles
branch
New York City
branch
Data for all three branches (Miami, Los Angeles, and New
York City) owned by foreign parent bank A may be aggregated
on a single BE-12. If aggregated, list all three branches on
the Supplement A. Report “3” as the number of U.S. branches
aggregated for item 10 on page 4.
Example A
Foreign parent
Foreign
U.S.
U.S. bank B
Branch 3
Branch 2
Consolidate data for each branch (branch 1, branch 2, and
branch 3) and U.S. bank B on a single BE-12. DO NOT list
them on the Supplement A. Report “1” as number of U.S.
affiliates consolidated for item 10 on page 4.
Example B
Branch 1
II. DEFINITIONS – Continued
K. U.S. affiliate means an affiliate located in the United States in
which a foreign person has a direct investment.
1. Majority-owned U.S. affiliate means a U.S. affiliate in which
the combined direct and indirect voting interest of all foreign
parents of the U.S. affiliate exceeds 50 percent.
2. Minority-owned U.S. affiliate means a U.S. affiliate in which
the combined direct and indirect voting interest of all foreign
parents of the U.S. affiliate is 50 percent or less.
L. Foreign parent is a foreign person that directly or indirectly holds
a voting interest of 10 percent or more in the U.S. affiliate. It is the
first person outside the United States in a foreign chain of ownership.
M. Affiliated foreign group means (i) the foreign parent, (ii) any
foreign person, proceeding up the foreign parent’s ownership chain,
which owns more than 50 percent of the person below it up to and
including that person which is not owned more than 50 percent by
another foreign person, and (iii) any foreign person, proceeding down
the ownership chain(s) of each of these members, which is owned
more than 50 percent by the person above it.
N. U.S. corporation means a business enterprise incorporated in the
United States.
O. Intermediary means any agent, nominee, manager, custodian,
trust, or any person acting in a similar capacity.
P. Ultimate beneficial owner (UBO) is that person, proceeding
up the ownership chain beginning with and including the foreign
parent, that is not more than 50 percent owned or controlled by
another person. Note: Stockholders of a closely or privately held
corporation are normally considered to be an associated group and
may be a UBO.
Q. Banking covers business enterprises engaged in deposit banking
or closely related functions, including commercial banks, Edge Act
corporations engaged in international or foreign banking, foreign
branches and agencies of U.S. banks whether or not they accept
deposits abroad, U.S. branches and agencies of foreign banks
whether or not they accept domestic deposits, savings and loans,
savings banks, bank holding companies, and financial holding
companies under the Gramm-Leach-Bliley Act.
R. Lease is an arrangement conveying the right to use property, plant,
or equipment (i.e., land and/or depreciable assets), usually for a
stated period of time.
1. Capital lease – A long-term lease under which a sale of the
asset is recognized at the inception of the lease. These may be
shown as lease contracts or accounts receivable on the lessor’s
books. The asset would not be considered as owned by the lessor.
2. Operating lease – Generally, a lease with a term which is less
than the useful life of the asset and a transfer of ownership is not
contemplated.
S. Private fund refers to the same class of financial entities defined
by the Securities and Exchange Commission as private funds on
form PF: "any issuer that would be an investment company as
defined in section 3 of the Investment Company Act of 1940 but for
section 3(c)(1) or 3(c)(7) of ...[that] Act."
III. GENERAL INSTRUCTIONS
A. Changes in the reporting entity – DO NOT restate close fiscal
year 2016 balances for changes in the consolidated reporting entity
that occurred during fiscal year 2017. The close fiscal year 2016
balances should represent the reporting entity as it existed at the
close of fiscal year 2016.
B. Required information not available – Make all reasonable
efforts to obtain the information required for reporting. Answer every
item except where specifically exempt. Indicate when only partial
information is available.
C. Estimates – If actual figures are not available, provide estimates
and label them as such. When items cannot be fully subdivided as
required, provide totals and an estimated breakdown of the totals.
Certain sections of the Form BE-12A require data that may not
normally be maintained in a company’s customary accounting
records. Precise answers for these items may present the respondent
with a substantial burden beyond what is intended by BEA. This may
be especially true for:
• Items 26 thru 35 – Number of employees in each industry of sales;
• Section C, Items 51 thru 58 – Distribution of sales or gross
operating revenues, by whether the sales were goods, investment
income, or services, and the distribution of sales of services by
transactor;
• Items 108 thru 159 – U.S. trade in goods by U.S. affiliate on a
shipped basis, and
• Items 161 thru 217 – Data disaggregated by state.
Therefore, the answers in these sections may be reasonable
estimates based upon the informed judgment of persons in the
responding organization, sampling techniques, prorations based on
related data, etc. However, the estimating procedures used should be
consistently applied on all BEA surveys.
D. Specify – When “specify” is stated for certain items, provide the
type and, if applicable, dollar amount of the major items included in
the data provided.
E. Space on form insufficient – When space on a form is
insufficient to permit a full answer to any item, provide the required
information on supplementary sheets, appropriately labeled and
referenced to the item number on the form.
IV. INSTRUCTIONS FOR SPECIFIC
SECTIONS OF THE REPORT FORM
NOTE: Instructions in section IV are cross referenced by number to the
items located on pages 2 to 16.
2 Consolidation Rules
Consolidated reporting by the U.S. affiliate — A U.S.
affiliate must file on a fully consolidated domestic U.S. basis,
including in the full consolidation all U.S. business enterprises
proceeding down each ownership chain whose voting securities are
more than 50 percent owned by the U.S. business enterprise above.
The fully consolidated entity is considered one U.S. affiliate.
A foreign person holding real estate investments that are reportable
on the BE-12 must aggregate all such holdings. See Instruction I.B.
on page 35 and V.C. on page 41 for details.
Do not prepare your BE-12 report using the proportionate
consolidation method. Except as noted in IV.b. and c. on page 37,
consolidate all majority-owned U.S. business enterprises into your
BE-12 report.
Unless the exceptions discussed below apply, any
deviation from these consolidation rules must be approved
in writing each year by BEA. If you file deconsolidated reports, you
must file the same type of reports (i.e., BE-12A or BE-12B) that would
have been required if a consolidated report was filed. Report majority-
owned subsidiaries, if not consolidated, on Form BE-12A, using the
equity method of accounting. DO NOT eliminate intercompany accounts
(e.g., receivables or liabilities) for affiliates not consolidated.
Page 36
FORM BE-12A (REV 11/2017)
IV. INSTRUCTIONS FOR SPECIFIC SECTIONS
OF THE REPORT FORM – Continued
Exceptions to consolidated reporting – Note: If a U.S. business
enterprise is not consolidated into another U.S. affiliate's BE-12 report,
then it must be listed on the Supplement B of the other U.S. affiliate's
BE-12 report, and each U.S. affiliate not consolidated must file its own
Form BE-12.
a. DO NOT CONSOLIDATE FOREIGN SUBSIDIARIES,
BRANCHES, OPERATIONS, OR INVESTMENTS NO
MATTER WHAT THE PERCENTAGE OWNERSHIP.
Include foreign holdings owned 20 percent or more using either the
equity method of accounting. DO NOT report employment, land,
and other property, plant, and equipment and DO NOT eliminate
intercompany accounts (e.g., receivables or liabilities) for holdings
reported using the equity method.
DO NOT list any foreign holdings of the U.S. affiliate on the
Supplement B. Oil and gas sites owned by U.S. affiliates and located
outside of U.S. claimed territorial waters are to be treated as foreign
subsidiaries of the U.S. affiliates if they meet one of the following
criteria: (1) they are incorporated in a foreign country; (2) they are
set up as a branch; or (3) they have a physical presence in a foreign
country as evidenced by property, plant and equipment or employees
located in that country.
Real estate located outside the United States that is owned by the
U.S. affiliate and generates revenues for, or reimbursements to, the
U.S. affiliate, or that facilitates the foreign operations of the U.S.
affiliate is a foreign subsidiary and should not be consolidated on this
BE-12 report.
b. Special consolidation rules apply to U.S. affiliates that
are limited partnerships or that have an ownership
interest in a U.S. limited partnership. These rules can
be found on our web site at: www.bea.gov/ltdpartner12. Also
see instruction 8.b. on page 38 for additional information about
partnerships.
c. A U.S. affiliate in which a direct ownership interest and an indirect
ownership interest are held by different foreign persons should not
be fully consolidated into another U.S. affiliate, but must complete
and file its own Form BE-12 report. (See diagram below.)
If this exception applies, reflect the indirect ownership interest, even
if more than 50 percent, on the balance sheet and income statement
of the owning U.S. affiliate’s BE-12 report on an equity basis. For
example, using the situation shown in the diagram above, U.S.
affiliate X must treat its 60 percent ownership interest in U.S. affiliate
Y as an equity investment.
6 Reporting period — The report covers the U.S. affiliate’s 2017
fiscal year. The affiliate’s 2017 fiscal year is defined as the affiliate’s
financial reporting year that had an ending date in calendar year 2017.
Special circumstances:
a. U.S. affiliates without a financial reporting year — If a
U.S. affiliate does not have a financial reporting year, its fiscal year is
deemed to be the same as calendar year 2017.
b. Change in fiscal year
(1) New fiscal year ends in calendar year 2017 – A U.S.
affiliate that changed the ending date of its financial reporting
year should file a 2017 BE-12 report that covers the 12 month
period prior to the new fiscal year end date. The following
example illustrates the reporting requirements.
Example 1: U.S. affiliate A had a June 30, 2016 fiscal year
end date but changed its 2017 fiscal year end date to March 31.
Affiliate A should file a 2017 BE-12 report covering the 12 month
period from April 1, 2016 to March 31, 2017.
The ending balance sheet amounts reported in column 1 of items
65 through 79 must be the correct balances as of March 31,
2017. The beginning balance sheet amounts reported in column
2 must be the unrestated ending balances as of June 30, 2016.
To reconcile the beginning and ending retained earnings balances
(or, if retained earnings is not shown as a separate account, the
beginning and ending owners’ equity balances) affiliate A must
include an adjusting entry in item 81. To reconcile the beginning
and ending net property, plant and equipment balances, affiliate A
must include an adjusting entry in item 88.
(2) No fiscal year ending in calendar year 2017 – If a
change in fiscal year results in a U.S. affiliate not having a fiscal
year that ended in calendar year 2017, the affiliate should file a
2017 BE-12 report that covers 12 months. The following example
illustrates the reporting requirements.
Example 2: U.S. affiliate B had a December 31, 2016 fiscal
year end date but changed its next fiscal year end date to March
31. Instead of having a short fiscal year ending in 2017, affiliate
B decides to have a 15 month fiscal year running from January
1, 2017 to March 31, 2018. Affiliate B should file a 2017 BE-12
report covering a 12 month period ending in calendar year 2017,
such as the period from April 1, 2016 to March 31, 2017.
In this example, the ending balance sheet amounts reported in
column 1 of items 65 through 79 must be the correct balances
as of March 31, 2017. The beginning balance sheet amounts
reported in column 2 must be the unrestated ending balances
as of December 31, 2016. To reconcile the beginning and ending
retained earnings balances (or, if retained earnings is not shown
as a separate account, the beginning and ending owners’ equity
balances) affiliate B must include an adjusting entry in item 81.
To reconcile the beginning and ending net property, plant and
equipment balances, affiliate B must include an adjusting entry
in item 88.
For 2018, assuming no further changes in the fiscal year end
date occur, affiliate B should file a BE-15 report covering the 12
month period from April 1, 2017 to March 31, 2018.
7 Reporting for a U.S. business that became a U.S.
affiliate during fiscal year 2017 —
a. A U.S. business enterprise that was newly established in fiscal
year 2017 should file a report for the period starting with the
establishment date up to and ending on the last day of its fiscal
year that ended in calendar year 2017. DO NOT estimate amounts
for a full year of operations if the first fiscal year is less than 12
months.
b. A U.S. business enterprise existing before fiscal year 2017 that
became a U.S. affiliate in fiscal year 2017 should file a report
covering a full 12 months of operations.
Page 37
Foreign person B
Foreign person A
U.S. affiliate X
U.S. affiliate Y
U.S. affiliate Y should not be fully consolidated into U.S. affiliate X
because of the 30 percent direct ownership by foreign person B.
Foreign
U.S.
30%
60%
100%
FORM BE-12A (REV 11/2017)
IV. INSTRUCTIONS FOR SPECIFIC SECTIONS
OF THE REPORT FORM – Continued
8 Form of organization of U.S. affiliate – Reporting by
unincorporated U.S. affiliates
a. Directly owned vs. indirectly owned
(1) Directly owned – Each unincorporated U.S. affiliate,
including a branch, that is directly owned 10 percent or more
by a foreign person should file a separate BE-12 report. Do
not combine two or more directly owned U.S. affiliates on a
single BE-12 report. The only exceptions are for U.S. affiliates
that are real estate investments or banks. See Instruction I.2.B.
on page 35 and Instruction V.C. on page 41 for details on real
estate. See instruction I.2.C. on page 35 for details on banks.
(2) Indirectly owned – Except as noted in the exceptions
to the consolidation rules starting on page 36, an indirectly
owned unincorporated U.S. business enterprise that is owned
more than 50 percent (voting interest) by another U.S. affiliate
should be fully consolidated on the report with the U.S.
affiliate that holds the voting interest greater than 50 percent.
An indirectly owned unincorporated U.S. business enterprise
owned 50 percent (voting interest) or less by another U.S.
affiliate should file a separate BE-12 report if no other U.S.
affiliate owns a voting interest of more than 50 percent.
b. Partnerships – Most partnerships are either general
partnerships or limited partnerships. A general partnership usually
consists of at least two general partners who together control
the partnership. A limited partnership usually consists of at least
one general partner and one limited partner. The general partner
usually controls a limited partnership. The limited partner has
a financial interest but does not usually have any voting rights
(control) in a limited partnership.
Partners without voting rights (control) cannot have direct
investment in a partnership. Therefore, limited partners do not
usually have direct investment. The existence of direct investment
in a partnership is determined by the percentage of control
exercised by the partner(s). The percentage of control exercised
by a partner may differ from its financial interest in the partnership.
(1) General partnerships
Determination of voting interest – “Voting interest” is
defined in instructions 14–17 on page 39. The determination
of the percentage of voting interest of a general partner is
based on who controls the partnership. The percentage of
voting interest is not based on the percentage of ownership in
the partnership’s equity. The general partners are presumed
to control a general partnership. Unless a clause to the
contrary is contained in the partnership agreement, a general
partnership is presumed to be controlled equally by each of
the general partners. For example, if a partnership has two
general partners, and nothing to the contrary is stated in the
partnership agreement, each general partner is presumed to
have a 50 percent voting interest. If there are three general
partners, each general partner is presumed to have a one-
third voting interest, etc.
Managing partners – If one general partner is designated
as the managing partner, responsible for the day-to-day
operations of the partnership, this does not necessarily
transfer control of the partnership to the managing partner.
If the managing partner must obtain approval for annual
operating budgets and for decisions relating to significant
management issues from the other general partners, then the
managing partner does not have a 100 percent voting interest
in the partnership.
(2) Limited partnerships
(a) Determination of voting interest – “Voting
interest” is defined in instructions 14-17 starting on
page 39. The determination of the percentage of voting
interest in a limited partnership is based on who controls
the partnership. The percentage of voting interest is not
based on the percentage of ownership in the partnership’s
equity. In most cases, the general partner is presumed
to control a limited partnership, and therefore, have a
100 percent voting interest in the limited partnership. If
there is more than one general partner, the partnership is
presumed to be controlled equally by each of the general
partners, unless a clause to the contrary is contained
in the partnership agreement. For example, if a limited
partnership has two general partners, and nothing to the
contrary is stated in the partnership agreement, then each
general partner is presumed to have a 50 percent voting
interest in the limited partnership.
Limited partners do not normally exercise any control
over a limited partnership. Therefore unless a clause to
the contrary is contained in the partnership agreement,
limited partners are presumed to have zero voting interest
in a limited partnership. If a limited partnership has one
or more limited partners who are foreign persons, the
foreign limited partners are presumed to have no voting
interest, and, therefore, no direct investment in the limited
partnership.
Managing partners – See discussion under “General
Partnerships” to the left.
(b) Consolidation Rules
Special consolidation rules apply to U.S.
affiliates that are limited partnerships or that
have an ownership interest in a U.S. limited
partnership. These rules can be found on our web site
at: www.bea.gov/ltdpartner12.
c. Limited Liability Companies (LLCs)
Determination of voting interest – “Voting interest” is
defined in instruction 14-17 on page 39. The determination of the
percentage of voting interest in an LLC is based on who controls
the LLC. The percentage of voting interest is not based on the
percentage of ownership in the LLC’s equity. LLCs are presumed
to be controlled equally by each of its members (owners), unless
a clause to the contrary is contained in the articles of organization
or in the operating agreement. For example, if an LLC has two
members, and nothing to the contrary is contained in the articles
of organization or in the operating agreement, then each member
is presumed to have a 50 percent voting interest in the LLC; if
there are three members, then each member is presumed to have
a one-third voting interest in the LLC.
Managing member – If one member is designated as the
managing member responsible for the day-to-day operations of
the LLC, this does not necessarily transfer control of the LLC
to the managing member. If the managing member must obtain
approval for annual operating budgets and for decisions relating
to other significant management issues from the other members,
then the managing member does not have a 100 percent voting
interest in the LLC.
11 U.S. affiliates NOT consolidated – Report investments in U.S.
business enterprises that are owned 20 percent or more and not fully
consolidated using the equity method of accounting. DO NOT report
employment, land, and other property, plant, and equipment and DO
NOT eliminate intercompany accounts for holdings reported using the
equity method.
You may report immaterial investments using the cost method of
accounting if this treatment is consistent with your normal reporting
practice. Report investments owned less than 20 percent in
accordance with FASB ASC 320 (formerly FAS 115) or the cost basis
of accounting.
List all U.S. affiliates in which this U.S. affiliate has a voting interest of
Page 38
FORM BE-12A (REV 11/2017)
IV. INSTRUCTIONS FOR SPECIFIC SECTIONS
OF THE REPORT FORM – Continued
at least 10 percent and that are not consolidated in this Form BE-12A
on the Supplement B.
14 – 17 — Ownership — Voting interest and equity interest
a. Voting interest is the percent of ownership in the voting equity
of the U.S. affiliate. Voting equity consists of ownership interests that
have a say in the management of the company. Examples of voting
equity include capital stock that has voting rights, and a general
partner’s interest in a partnership. See instruction 8.b.(1) and 8.b.(2)
(a), on page 38 for information about determining the voting interest
for partnerships. See instruction 8.c. on page 38 for information about
determining the voting interest for Limited Liability Companies.
b. Equity interest is the percent of ownership in the total equity
(voting and nonvoting) of the U.S. affiliate. Nonvoting equity consists
of ownership interests that do not have a say in the management of
the company. An example of nonvoting equity is preferred stock that
has no voting rights.
Voting interest and equity interest are not always equal.
For example, an owner can have a 100 percent voting interest in a U.S.
affiliate but own less than 100 percent of the affiliate’s total equity. This
situation is illustrated in the following example.
Example: U.S. affiliate A has two classes of stock, common
and preferred. There are 50 shares of common stock outstanding.
Each common share is entitled to one vote and has an ownership
interest in 1 percent of the total owners’ equity amount. There are 50
shares of preferred stock outstanding. Each preferred share has an
ownership interest in 1 percent of the total owners’ equity amount
but has no voting rights. Foreign parent B owns all 50 shares of the
common stock. U.S. investors own all 50 shares of the preferred
stock. Since foreign parent B owns all of the voting stock, foreign
parent B has a 100 percent voting interest in U.S. affiliate A. However,
since all 50 shares of the nonvoting preferred shares are owned by
U.S. investors, foreign parent B has only a 50 percent equity interest
in the owners’ equity amount of U.S. affiliate A.
26 – 39 Industry classification, total sales, and employees
of fully consolidated U.S. affiliate
Book publishers and printers – Printing books without publishing
is classified in international surveys industry (ISI) code 3231 (printing
and related support activities) not ISI code 5111 (newspaper, periodical,
book, and directory publishers).
Real estate investment trusts (REITS) – Report hybrid or
mortgage REITS in ISI code 5252 (Funds, trusts, and other financial
vehicles). Report all other REITS in ISI code 5310 (Real estate).
Repos and reverse repos – On the sales schedule (items 26–39),
interest income and interest expense associated with repos and reverse
repos should be offset against one another and reported at the net
amount. This net amount should also be reported in item 52 (investment
income included in gross operating revenues). However, in items 60
(interest income from all sources) and 61 (interest expense plus interest
capitalized), interest income and interest expense associated with repos
and reverse repos should be reported at the gross amounts.
On the balance sheet, reverse repos should be reported as assets and
included in item 69 (other assets) while repos should be reported as
liabilities and included in item 71 (total liabilities).
42 Certain gains (losses) —
Special instructions for real estate companies.
Real estate companies – Include in item 42:
(a) Impairment losses as defined by FASB ASC 360 (formerly
FAS 144), and
(b) Goodwill impairment as defined by FASB ASC 350 (formerly
FAS 142).
EXCLUDE the revenues earned and expenses incurred
from the sale of real estate you own. Such revenues should
be reported as operating income in item 39 column 2, items
40 and 50, and as sales of goods in item 51. Such expenses,
including the net book value of the real estate sold, should
be reported as costs of goods sold in item 45. Do not net the
expenses against the revenues.
51 Sales of goods – Goods are outputs that are tangible. Report as
sales of goods:
• Mass produced media, including exposed film, video tapes,
DVDs, audio tapes, and CDs.
• Books. NOTE: Book publishers – To the extent feasible, report as
sales of services all revenues associated with the design, editing,
and marketing activities necessary for producing and distributing
books that you both publish and sell. If you cannot unbundle (i.e.,
separate) these revenues from the value of the books you sell, then
report your sales as sales of goods or services based on a best
estimate of the value in each.
• Energy trading activities where you take title to the goods.
NOTE: If you act in the capacity of a broker or agent to facilitate
the sale of goods and you do not take title to the goods, report
your revenue (i.e., commissions) as sales of services in item 53.
• Magazines and periodicals sold in retail stores. NOTE: Report
subscription sales as sales of services in item 53.
• Packaged general use computer software.
• Structures sold by businesses in real estate.
• Revenues earned from building structures by businesses in
construction.
• Electricity, natural gas, and water. NOTE: Revenues derived
from transmitting and/or distributing these goods, as opposed to
revenues derived from the sale of the actual product, should, to
the extent feasible, be reported as sales of services in item 53.
52 Investment income – Report ALL interest and dividends
generated by finance and insurance subsidiaries or units as
investment income. NOTE: Report commissions and fees as sales
of services in item 53.
53 Sales of services – Services are outputs that are intangible.
Report as sales of services:
• Advertising revenue.
• Commissions and fees earned by companies engaged in finance
and real estate activities.
• Commissions earned by agents or brokers (i.e., wholesalers)
who act on behalf of buyers and sellers in the wholesale
distribution of goods.
• Magazines and periodicals sold through subscriptions. NOTE:
Report magazines and periodicals sold through retail stores, as
sales of goods in item 51.
• Newspapers.
• Pipeline transportation.
• Software downloaded from the Internet, electronic mail, an
extranet, Electronic Data Interchange network, or some other
online system.
• Computer systems design and related services.
• Negotiated licensing fees for software to be used on networks.
• Electricity transmission and distribution, natural gas distribution,
and water distribution.
Page 39
FORM BE-12A (REV 11/2017)
IV. INSTRUCTIONS FOR SPECIFIC SECTIONS
OF THE REPORT FORM – Continued
63 Employee compensation
Employee compensation includes wages and salaries and employee
benefit plans.
Wages and salaries are the gross earnings of all employees before
deduction of employees’ payroll withholding taxes, social insurance
contributions, group insurance premiums, union dues, etc. Include time
and piece rate payments, cost of living adjustments, overtime pay and
shift differentials, bonuses, profit sharing amounts, and commissions.
Exclude commissions paid to persons who are not employees.
Wages and salaries include direct payments by employers for vacations,
sick leave, severance (redundancy) pay, etc. Include employer
contributions to benefit funds. Exclude payments made by, or on behalf
of, benefit funds rather than by the employer.
Wages and salaries include in-kind payments, valued at their cost, that
are clearly and primarily of benefit to the employees as
consumers. Exclude expenditures that benefit employers as well as
employees, such as expenditures for plant facilities, employee training
programs, and reimbursement for business expenses.
Employee benefit plans are employer expenditures for all employee
benefit plans, including those required by government statute, those
resulting from a collective-bargaining contract, or those that are voluntary.
Employee benefit plans include Social Security and other retirement
plans, life and disability insurance, guaranteed sick pay programs,
workers’ compensation insurance, medical insurance, family allowances,
unemployment insurance, severance pay funds, etc. If plans are financed
jointly by the employer and the employee, include only the contributions
of the employer.
100 – 105 Research and development (R&D) performed
BY the U.S. affiliate – Research and development (R&D) comprise
creative and systematic work undertaken in order to increase the stock of
knowledge and to devise new applications of available knowledge. This
includes a) activities aimed at acquiring new knowledge or understanding
without specific immediate commercial applications or uses (basic
research); b) activities aimed at solving a specific problem or meeting a
specific commercial objective (applied research); and c) systematic work,
drawing on research and practical experience and resulting in additional
knowledge, which is directed to producing new products or processes or
to improving existing products or processes (development). R&D includes
both direct costs such as salaries of researchers as well as administrative
and overhead costs clearly associated with the company’s R&D.
The term R&D does NOT include expenditures for:
• Costs for routine product testing, quality control, and technical
services unless they are an integral part of an R&D project
• Market research
• Efficiency surveys or management studies
• Literary, artistic, or historical projects, such as films, music, or
books and other publications
• Prospecting or exploration for natural resources
Basic research is the pursuit of new scientific knowledge or understanding
that does not have specific immediate commercial objectives, although it
may be in fields of present or potential commercial interest.
Applied research applies the findings of basic research or other existing
knowledge toward discovering new scientific knowledge that has specific
commercial objectives with respect to new products, services, processes,
or methods.
Development is the systematic use of the knowledge or understanding
gained from research or practical experience directed toward the
production or significant improvement of useful products, services,
processes, or methods, including the design and development of
prototypes, materials, devices, and systems.
R&D includes the activities described above whether assigned to
separate R&D organizational units of the company or carried out by
company laboratories and technical groups not a part of an R&D
organization.
INCLUDE all costs incurred to support R&D performed by the affiliate.
INCLUDE wages, salaries, and related costs; materials and supplies
consumed; depreciation on R&D property and equipment, cost of
computer software used in R&D activities; utilities, such as telephone,
electricity, water, and gas; travel costs and professional dues; property
taxes and other taxes (except income taxes) incurred on account of
the R&D organization or the facilities they use; insurance expenses;
maintenance and repair, including maintenance of buildings and grounds;
company overhead including: personnel, accounting, procurement and
inventory, and salaries of research executives not on the payroll of the
R&D organization. EXCLUDE capital expenditures, expenditures for tests
and evaluations once a prototype becomes a production model, patent
expenses, and income taxes and interest.
Does R&D include development of software and Internet
applications?
Research and development activity in software and Internet applications
refers only to activities with an element of uncertainty and that are intended
to close knowledge gaps and meet scientific and technological needs.
R&D activity in software INCLUDES:
• Software development or improvement activities that expand
scientific or technological knowledge
• Construction of new theories and algorithms in the field of
computer science
R&D activity in software EXCLUDES:
• Software development that does not depend on a scientific or
technological advance, such as
• supporting or adapting existing systems
• adding functionality to existing application programs, and
• routine debugging of existing systems and software
• Creation of new software based on known methods and
applications
• Conversion or translation of existing software and software
languages
• Adaptation of a product to a specific client, unless knowledge
that significantly improved the base program was added in that
process
108 – 113 U.S. trade in goods by U.S. affiliate on a shipped
basis
“U.S. trade in goods” is the physical movement of goods between the
customs area of the United States and the customs area of a foreign
country. Goods shipped by, or to, the U.S. affiliate whether or not they
were actually charged or consigned by, or to, the U.S. affiliate, are
considered to be trade of the U.S. affiliate. To adjust “charged” basis data
to a “shipped” basis it may be necessary to look at export and import
declarations filed with U.S. customs or shipping and receiving documents
to determine the physical movement of goods.
Differences between the “charged” and “shipped” basis may be substantial.
A major difference arises when a U.S. affiliate buys goods in foreign
country A and sells them in foreign country B. Because the goods did
not physically enter or leave the United States, they are not U.S. trade.
However, when the U.S. affiliate records the transactions on its books, it
would show a purchase charged to it from country A and a sale charged by
it to country B. If the U.S. affiliate’s trade data in this survey were prepared
on the “charged” basis, the purchase and sale would appear incorrectly as
a U.S. import and U.S. export, respectively. Other differences arise when
the U.S. affiliate charges the sale of its products to a foreign parent, but
ships the goods directly from the United States to an unaffiliated foreign
person. If the data are on the “shipped” basis, this should be a U.S. export
to an unaffiliated foreign person, not to the foreign parent.
Page 40
FORM BE-12A (REV 11/2017)
V. SPECIAL INSTRUCTIONS
A. Insurance companies – Reporting should be in accordance
with U.S. Generally Accepted Accounting Principles not Statutory
Accounting Practices (SAP). For example, the BE-12 report should
include the following assets even though they are not acceptable
under SAP: 1. non-trusteed or free account assets, and 2.
nonadmitted assets such as furniture and equipment, agents’ debit
balances, and all receivables deemed to be collectible.
Item on Form BE–12A:
40 Sales or gross operating revenues, excluding sales
taxes – Include items such as earned premiums, annuity
considerations, gross interest and dividend income, and items of
a similar nature. Exclude income from unconsolidated affiliates
that is to be reported in item 41, and certain gains (losses) that
are to be reported in item 42.
45 Cost of goods sold or services rendered, and
selling, general, and administrative expenses –
Include costs relating to sales or gross operating revenues,
item 40, such as policy losses incurred, death benefits, matured
endowments, other policy benefits, increases in liabilities
for future policy benefits, other underwriting expenses, and
investment expenses.
52 Investment income – Report that portion of sales or gross
operating revenues, items 39 column 2, 40 and 50, that is
investment income (e.g., interest and dividends). However,
report gains (losses) on investments in accordance with the
instructions for item 42 on page 7.
53 Sales of services – Include premium income and income
from actuarial, claims adjustment, and other services, if any.
70 Total assets – Include current items such as agents’
balances, uncollected premiums, amounts recoverable from
reinsurers, and other current notes and accounts receivable
(net of allowances for doubtful items) arising from the ordinary
course of business.
71 Total liabilities – Include current items such as loss
liabilities, policy claims, commissions due, other current
liabilities arising from the ordinary course of business, and long-
term debt.
79 Total owners’ equity – Include mandatory securities
valuation reserves that are appropriations of retained earnings.
B. Railroad transportation companies – Railroad transportation
companies should include only the net annual balances for interline
settlement items (car hire, car repair, freight revenues, switching
revenues, and loss and damage settlements) in items 69 and 71.
C. Real estate – The ownership of real estate is defined to be a
business enterprise, and if the real estate is foreign owned, it is a
U.S. affiliate of a foreign person. A BE-12 report is required unless
the enterprise is otherwise exempt.
Residential real estate held exclusively for personal use and not for
profit making purposes is not subject to the reporting requirements.
A residence that is an owner’s primary residence that is then leased
by the owner while outside the United States, but which the owner
intends to reoccupy, is considered real estate held for personal use
and therefore not subject to the reporting requirements. Ownership
of U.S. residential real estate by a corporation whose sole purpose
is to hold the real estate for the personal use of the owner(s) of the
corporation is considered to be real estate held for personal use and
therefore not subject to the reporting requirements.
Aggregation of real estate investments – A foreign person
holding real estate investments that are reportable on the BE-12 must
aggregate all such holdings for the purpose of applying the reporting
criteria (see instruction I.2.B. on page 35 of this form). File a single BE-12
report covering the aggregated holdings. If on an aggregated basis any
one of the following three items – total assets (do not net out liabilities),
or sales or gross operating revenues, excluding sales taxes, or net income
after provision for U.S. income taxes – exceeds $300 million (positive or
negative), file Form BE-12A. If permission has been received in writing
from BEA to file on an non-aggregated basis, you must report each real
estate investment on a Form BE-12A if a Form BE-12A would have been
required on an aggregated basis. Non-aggregated reports should be filed
as a group and you should inform BEA that they are all for one owner.
On page 1, for the name and address of the U.S. business enterprise,
BEA is not seeking a legal description of the property, nor necessarily
the address of the property itself. Because there may be no operating
business enterprise for a real estate investment, what BEA seeks is a
consistently identifiable name for the investment (i.e., the U.S. affiliate)
together with an address to which report forms can be mailed so that
the investment (affiliate) can be reported on a consistent basis for each
reporting period and for the various BEA surveys.
Thus, on page 1 of the BE-12 survey forms the “name and address” of
the U.S. affiliate might be:
XYZ Corp. N.V., Real Estate Investments
c/o B&K Inc., Accountants
120 Major Street
Miami, FL XXXXX
If the investment property has a name, such as Sunrise Apartments, the
name and address on page 1 of the BE-12 survey forms might be:
Sunrise Apartments
c/o ABC Real Estate
120 Major Street
Miami, FL XXXXX
There are items throughout the Form BE-12A that may not apply
to certain types of real estate investments, such as the employer
identification number, the number of employees, and exports and
imports. In such cases, enter zero or leave item blank as appropriate.
D. Joint ventures and partnerships – If a foreign person has a
direct or indirect voting ownership interest of 10 percent or more in a
joint venture, partnership, etc., that is formed to own and hold,
develop, or operate real estate, the joint venture, partnership, etc., in
its entirety, not just the foreign person’s share, is a U.S. affiliate and
must be reported as follows:
1. If the foreign interest in the U.S. affiliate is directly held by the
foreign person then a BE-12 report must be filed by the affiliate
(subject to the aggregation rules discussed above).
2. If a voting interest of more than 50 percent in the U.S. affiliate is
owned by another U.S. affiliate, the owned affiliate must be fully
consolidated in the BE-12 report of the owning affiliate.
3. If a voting interest of 50 percent or less in the U.S. affiliate is owned
by another U.S. affiliate, and no U.S. affiliate owns a voting interest
of more than 50 percent, then a separate BE-12 report must be
filed by the owned affiliate. The BE-12 report(s) of the owning
affiliate(s) must show an equity investment in the owned affiliate.
E. Farms – For farms that are not operated by their foreign owners,
the income statements and related items should be prepared based
on the extent to which the income from the farm accrues to, and the
expenses of the farm are borne by, the owner. Generally this means
that income, expenses, and gain (loss) assignable to the owner should
reflect the extent to which the risk of the operation falls on the owner.
For example, even though the operator and other workers on the
farm are hired by a management firm, if their wages and salaries are
assigned to, and borne by, the farm operation being reported, then the
operator and other workers should be reported as employees of that
farm operation and the wages and salaries should be included as an
expense in the income statement.
EXAMPLES:
1. If the farm is leased to an operator for a fixed fee, the owner
should report the fixed fee in “total sales” and should report the
non-operating expenses that he or she may be responsible for,
such as real estate taxes, interest on loans, etc., as expenses in
the income statement.
Page 41
FORM BE-12A (REV 11/2017)
V. SPECIAL INSTRUCTIONS – Continued
2. If the farm is operated by a management firm that oversees the
operation of the farm and hires an operator, but the operating income
and expenses are assigned to the owner, the income and expenses
so assigned should be shown in the requested detail in the income
statement, and related items, as appropriate. (The report should not
show just one item, i.e., the net of income less the management fee,
where the management fee includes all expenses.)
F. Estates, trusts, and intermediaries
A Foreign estate is a person and therefore may have direct
investment, and the estate, not the beneficiary, is considered to be
the owner.
A Trust is a person but it is not a business enterprise. The trust
is considered to be the same as an intermediary, and should
report as outlined in the instructions for intermediaries below.
For reporting purposes, the beneficiary(ies) of the trust, is (are)
considered to be the owner(s) for purposes of determining the
existence of direct investment, except in two cases: (1) if there is,
or may be, a reversionary interest, and (2) if a corporation or other
organization creates a trust designating its shareholders or members
as beneficiaries. In these two cases, the creator(s) of the trust is
(are) deemed to be the owner(s) of the investments of the trust (or
succeeding trusts where the presently existing trust had evolved out
of a prior trust), for the purposes of determining the existence and
reporting of direct investment.
This procedure is adopted in order to fulfill the statistical purposes of
this survey and does not imply that control over an enterprise owned
or controlled by a trust is, or can be, exercised by the beneficiary(ies)
or creator(s).
For an intermediary:
1. If a U.S. intermediary holds, exercises, administers, or manages
a particular foreign direct investment in the United States for the
beneficial owner, such intermediary is responsible for reporting
the required information for, and in the name of, the U.S. affiliate.
Alternatively, the U.S. intermediary can instruct the U.S. affiliate to
submit the required information. Upon so doing, the intermediary
is released from further liability to report, provided it has informed
BEA of the date such instructions were given and provides BEA
the name and address of the U.S. affiliate, and has supplied the
U.S. affiliate with any information in the possession of, or which
can be secured by, the intermediary that is necessary to permit
the U.S. affiliate to complete the required reports. When acting in
the capacity of an intermediary, the accounts or transactions of
the U.S. intermediary with a UBO are considered as accounts or
transactions of the U.S. affiliate with the UBO. To the extent such
transactions or accounts are unavailable to the U.S. affiliate, BEA
may require the intermediary to report them.
2. If a UBO holds a U.S. affiliate through a foreign intermediary, the
U.S. affiliate may report the intermediary as its foreign parent
but, when requested, must also identify and furnish information
concerning the UBO. Accounts or transactions of the U.S. affiliate
with the foreign intermediary are considered as accounts or
transactions of the U.S. affiliate with the UBO.
G. Determining place of residence and country of
jurisdiction of individuals – An individual is considered a
resident of, and subject to the jurisdiction of, the country in which
he or she is physically located. The following guidelines apply to
individuals who do not reside in their country of citizenship:
1. Individuals who reside, or expect to reside, outside their country of
citizenship for less than one year are considered to be residents of
their country of citizenship.
2. Individuals who reside, or expect to reside, outside their country
of citizenship for one year or more are considered to be residents
of the country in which they are residing, except as provided in
paragraphs 3 and 4 below.
3. If an owner or employee of a business enterprise resides outside
the country of location of the enterprise for one year or more for
the purpose of furthering the business of the enterprise, and the
country of the business enterprise is the country of citizenship
of the owner or employee, then such owner or employee is
considered a resident of the country of citizenship, provided
there is the intent to return to the country of citizenship within a
reasonable period of time.
4. Individuals and members of their immediate family who are
residing outside their country of citizenship as a result of
employment by the government of that country – diplomats,
consular officials, members of the armed forces, etc. – are
considered to be residents of their country of citizenship.
VI. FILING THE BE–12
A. Due date – A completed report, or Claim for Not Filing, covering
a reporting company’s fiscal year ending in calendar year 2017 is
due no later than May 31, 2018 (or by June 30, 2018 for reporting
companies that use BEA’s eFile system).
Go to www.bea.gov/efile for details about using eFile.
B. Extensions – For the efficient processing of the survey and timely
dissemination of the results, it is important that your report be filed
by the due date. Nevertheless, reasonable requests for extension
of the filing deadline will be granted. Requests for extensions may
be submitted through the eFile system at www.bea.gov/eFile.
All requests for extensions must be received NO LATER THAN
May 31, 2018.
C. Assistance – For assistance, telephone (301) 278-9247, or send
email to be12/15@bea.gov. Forms are accessible through eFile or
can be obtained from BEA's web site web site at: www.bea.gov/fdi.
D. Electronic Filing – Forms that can be transmitted to
BEA electronically are available on the BEA website:
www.bea.gov/efile. If you eFile, please do not submit paper reports.
E. Annual stockholders’ report or other financial
statements – Furnish a copy of your FY 2017 annual stockholders’
report or Form 10-K when filing the BE-12 report. If you do not
publish an annual stockholders’ report or file Form 10-K, provide
any financial statements that may be prepared, including the
accompanying notes. Information contained in these statements is
useful in reviewing your report and may reduce the need for further
contact. Section 5(c) of the International Investment and Trade in
Services Survey Act, Public Law 94-472, 90 Stat. 2059, 22 U.S.C.
3101-3108, as amended, provides that this information can be used
for analytical and statistical purposes only and that it must be held
strictly confidential.
F. Retention of copies – Each U.S. affiliate must retain a copy of
its report to facilitate the resolution of problems. These copies should
be retained by the U.S. affiliate for at least 3 years after the report’s
original due date.
Page 42
FORM BE-12A (REV 11/2017)
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