Fill - Free fillable FORM BE12C: BE-12C (REV 9/2017) 2017 BENCHMARK SURVEY (Bureau of Economic Analysis) PDF form

2017 BENCHMARK SURVEY OF FOREIGN DIRECT INVESTMENT IN THE UNITED STATES

MANDATORY — CONFIDENTIAL

FORM BE–12C

BEA-12 Identiﬁcation Number

OMB No. 0608-0042: Approval Expires 12/31/2020

FORM

BE-12C (REV 9/2017)

Name of U.S. business enterprise

c/o (care of)

Street or P.O. Box

City

ZIP Code

State

Foreign Postal Code

1002

1010

1003

1004

1005

Name and address of U.S. business enterprise

BE-12 Identiﬁcation Number

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 12 for more details.

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.

0998

*Do not enter Social Security Number as Identiﬁcation Number

1000

Name

1029

Street 1

Signature of Authorized Ofﬁcial Date

1030

Street 2

0990

Name

1031

City

State Zip

0991

Title

1001

Telephone Number

Extension

0992

Telephone Number

Extension

0999

Fax Number

0993

Fax Number

1028

E-mail Address

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. This includes your social security number which should never be provided to BEA via any

method of transmission.

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.

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-12C:

Those U.S. afﬁliates where none of the following items exceeded $60 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 13 to determine which form to

ﬁle. For more information on ﬁling requirements, see instruction I on page 12.

Certain private funds may be exempt from ﬁling. See item (f) of the BE-12 Claim for Not Filing for more information.

FORM BE-12C (REV 9/2017)

IMPORTANT

Review the instructions starting on page 12 before completing this form. Insurance and real estate companies — see special instructions

on page 17.

• 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.1 on page 15.

• 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 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 below)?

Yes If “Yes” — Do not complete this report unless exception IV.1.c described in the consolidation rules apply. 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 15 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/f

di.

No If “No” — Complete this report in accordance with the consolidation rules on page 15.

2 Enter Employer Identification Number(s) used by the U.S. affiliate to file income and payroll taxes.

3 In which state was the U.S. affiliate located?

If the U.S. affiliate operates in more than one state, then select the state where the greatest number of employees was based at the end

of the fiscal year ending in 2017. If there were no employees and no physical location, then select the state of incorporation.

Part I

–

1006 1 2

Page 2

Primary

Other

CONSOLIDATION OF U.S. AFFILIATES

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.

1400

$ Bil. Mil. Thous. Dols.

1 335 000

Foreign

United States

10 to 100 percent

> 50 percent

Foreign parent

U.S. business enterprise A

U.S. business enterprise B

BEA USE ONLY

0700

--Select State--

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-12C (REV 9/2017)

Part I – Continued

Page 3

1101

Yes No

1163

ISI Code

1164

BEA USE ONLY

1299

4 Reporting period — Reporting period instructions are found in instruction 4 on page 15. If there was

a change in fiscal year, review instruction 4.b. on page 15.

This U.S. affiliate’s fiscal year ended in calendar year 2017 on .....................................................................

Example — If the fiscal reporting 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.

5 Did the U.S. business enterprise become a U.S. affiliate during its fiscal year that ended in calendar

year 2017?

Yes If “Yes” — Enter the date the U.S. business enterprise became a U.S. affiliate and see

instruction 5 on page 15 to determine how to report for the first time .....................................

NOTE — A U.S. business enterprise existing before fiscal year 2017 that became a U.S. affiliate in fiscal year 2017 should file a report cover-

ing 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.

6 Did the ownership (both direct and indirect) by ALL foreign parents in the voting securities (or an equivalent interest) of

this U.S. affiliate EXCEED 50 percent as of the end of the U.S. affiliate’s fiscal year that ended in calendar year 2017?

“Voting interest” is defined in instruction 25.a.(1) on page 16.

7 U.S. business enterprises fully consolidated in this report — U.S. business enterprises that are more than 50 percent owned based on

voting interest should be fully consolidated in this report, except as noted in the consolidation rules on page 15. Banks - see instruction I.C.

on page 14 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.

8 U.S. affiliates NOT fully consolidated — See instruction 8 on page 15.

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 10.

The U.S. affiliate named on page 1 must include data for any unconsolidated U.S. affiliates on an equity basis or, if less than

20 percent owned, in accordance with FASB ASC 320 (formerly FAS 115) or the cost method of accounting. The U.S. affiliate

named on page 1 also must notify the unconsolidated U.S. affiliates of their obligation to file a BE-12 in their own names (see

page 13 to determine the appropriate form for these affiliates to file).

9 What is (are) the major product(s) and/or service(s) of the fully consolidated U.S. affiliate? 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.”)

10 Industry of this affiliate – Enter the 4-digit International Surveys Industry (ISI) code of the industry

in which the U.S. affiliate had the largest sales or gross operating revenues.

See the Summary of Industry Classifications on page 11; for a full explanation of each code see the

Guide to Industry Classifications for International Surveys, 2017 located at www.bea.gov/naics2017 .............

1008

Day Year

1009

Day Year

1007

If number is greater than one, complete the Supplement A on page 9.

1012

1013 1

MM/DD/YYYY

--Select ISI CODE--

FORM BE-12C (REV 9/2017)

Part I – Continued

Page 4

INCOME AND EMPLOYMENT

11 Sales or gross operating revenues, excluding sales taxes – Report gross sales minus returns, allowances,

and discounts. Exclude sales or consumption taxes levied directly on the consumer and excise taxes levied

directly on manufacturers, wholesalers, and retailers. Include revenues generated during the year from the

OPERATIONS of a discontinued business segment, but exclude gains or losses from DISPOSALS

of discontinued operations. .......................................................................................................................................

NOTE - Holding Companies (ISI code 5512) should report total income in this item including income (loss)

from equity investments in unconsolidated U.S. and foreign entities, other income, plus sales and gross

operating revenues, if any. Zero normally is NOT a correct entry for this item.

Net income (loss) – After provision for U.S. Federal, state, and local income taxes ....................................................

13 Number of employees at close of FY 2017 – See instruction 13 on page 16 for information on

reporting employment (including how to report when employment is subject to unusual variations) .........................

BALANCE SHEET

NOTE – Foreign operations of the U.S. affiliate, including those in which it has a majority interest, are to be unconsolidated. Include all

unconsolidated foreign operations using the equity method.

14 Total assets .......................................

15 Total liabilities ...................................

INTERCOMPANY DEBT

16 What were the short- and long-term balances owed directly to, and due directly from, the affiliated foreign group?

Do NOT net payables against receivables.

Payables owed by the U.S. affiliate to the affiliated foreign group....................................

Receivables owed to the U.S. affiliate by the affiliated foreign group ..............................

Number of employees

2159

2700

$ Bil. Mil. Thous. Dols.

000

BEA USE ONLY

2598 1

2149

$ Bil. Mil. Thous. Dols.

000

Check box if total liabilities are zero.

Close FY 2017

2109

2114

$ Bil. Mil. Thous. Dols.

000

Close FY 2017

3059

3081

$ Bil. Mil. Thous. Dols.

000

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

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-12C (REV 9/2017)

Part I – Continued

Page 5

Part II

17 Did any ONE of the following three items – total assets, sales or gross operating revenues (excluding sales taxes), or net

income (loss) – exceed $20 million at the end of, or for, the U.S. affiliate’s fiscal year that ended in calendar year 2017?

Yes – Skip to item 20 , but review the diagrams on page 6 to assist you in answering items 25 through 29 .

No – Complete ONLY items 18 and 19 . DO NOT complete Part II or Part III of this form.

18 Enter the country in which the foreign parent is incorporated or organized, if a business enterprise, or is resident, if an

individual or government. The 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 in this U.S. affiliate. See diagram at top of page 6 for an illustration of foreign parent.

19 Enter the country in which the ultimate beneficial owner (UBO) is incorporated or organized, if a business enterprise, or is

resident, if an individual or government. 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 diagrams on page 6

for illustrations of UBO.

OTHER FINANCIAL AND OPERATING DATA FOR FY 2017

20 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 ....................

21 Employee compensation – Employee compensation is defined in instruction 21 on page 16 ................................

22 Expenditures for land and other property, plant, and equipment – Include all purchases by, or transfers (at

net book value) to, the U.S. affiliate of land, mineral and timber rights, and other property, plant, and equipment.

Also include capitalized and expensed exploration and development expenditures. Exclude expenditures

made in prior years that are reclassified in the current year. Also exclude land and other property, plant, and

equipment obtained through the acquisition of, or merger with, another company during the year. DO NOT net

out sales and other dispositions of property, plant, and equipment from the expenditures reported in this item. ......

23 Gross book value of all land and other property, plant, and equipment, at the close of FY 2017 ....................

24 Research and development (R&D) expenditures for R&D performed BY the U.S. affiliate – R&D is defined

in instruction 24 on page 16 .......................................................................................................................................

OWNERSHIP — Enter percent of ownership in this U.S. affiliate, to a tenth of one percent, based on voting interest (or an equivalent interest if an

unincorporated affiliate). “Voting interest” is defined in instruction 25.a(1) on page 16.

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.

Name of each direct owner

Voting interest Equity interest

Ownership held directly by foreign parent(s) of this affiliate—see example 1 at top of page 6.

Enter name of each foreign parent with direct ownership—if more than 2, continue on separate sheet.

Close FY 2017

(1)

Close FY 2017

(2)

1017

_ _ _ . _ %

1018

_ _ _ . _ %

Ownership held directly by all U.S. affiliates of the foreign parent(s) — see example 2 at top of page 6.

Enter name of each U.S. affiliate that owns this affiliate — if more than 2, continue on separate sheet.

1063

_ _ _ . _ %

1064

_ _ _ . _ %

29 Direct ownership held by all other persons or entities (do not list names) ............................ 1061

_ _ _ . _ %

TOTAL — Sum of items 25 through 29 ......................................................................................

100.0% 100.0%

BEA USE ONLY

2215

2253

2390

2397

2403

2599

$ Bil. Mil. Thous. Dols.

000

1100

BEA USE ONLY

3922

BEA USE ONLY

3916

--Select Country--

Ownership held directly by

foreign parent(s) of this U.S.

affiliate – Give name of each

foreign parent with direct

ownership.

2017

% %

Close FY

2017

Close FY

2017

% %

Direct Ownership – Continued

Use only if you need to enter more owners after item 26 on the previous page.

Indirect Ownership – Continued

Use only if you need to enter more owners after item 28 on the previous page.

Ownership held indirectly by

foreign parent(s) of this U.S.

affiliate through another U.S.

affiliate – Give name of each

foreign parent with indirect ownership.

Voting Interest Equity Interest

Close FY

Voting Interest Equity Interest

1019

1 1

1020

1021

1022

1023

1024

1025

1026

1 1 2

1065

1066

1067

1068

1069

FORM BE-12C (REV 9/2017)

Part II – Continued

Page 6

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

2A. The UBO is a foreign person or entity

2B. 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

United States

U.S. afﬁliate

U.S. company C

(UBO)

U.S. afﬁliate

EXAMPLES OF DIRECT AND INDIRECT FOREIGN OWNERSHIP

Example 1 – Ownership held directly by a foreign parent

Example 2 – Ownership held directly by a foreign parent

through another U.S. affiliate

Foreign company X

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.

10 to 100 percent

Foreign company Y

(foreign parent)

Foreign

United States

U.S. affiliate A

10 to 100 percent

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.

U.S. affiliate B

U.S. affiliate

Foreign parent

Foreign

United States

FORM BE-12C (REV 9/2017)

Part II – Continued

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)

Page 7

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

FORM BE-12C (REV 9/2017)

Part III

3018 1

3021 0

BEA USE ONLY

3022 1

Page 8

3011 0

3016 0

1 3010

3015 1

_ _ _ . _ %

BEA USE ONLY

3016 1

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 form. If a foreign parent held both direct and indirect owner-

ship 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.

30 Enter the number of foreign parents of the U.S. affiliate.

PLEASE COMPLETE ONE COPY OF PART III OF THIS FORM FOR EACH FOREIGN PARENT.

31 Enter the name, ownership interest, country, and industry code of the foreign parent.

31a Enter name of foreign parent being reported in this Part III. If the foreign parent is an individual, enter “individual.”

31b Does the foreign parent have a direct or indirect ownership interest in the U.S. affiliate? Mark (X). A direct foreign parent ownership

interest in the U.S. affiliate should match the percentage reported on page 5. An indirect foreign parent ownership interest in the U.S. affiliate

must be calculated based on the percentages reported on page 5.

A direct ownership interest in the U.S. affiliate

If a direct ownership interest in the U.S. affiliate is marked, enter

the percent of equity interest owned at the close of 2017 .....................

An indirect ownership interest in the U.S. affiliate

31c Enter country in which the foreign parent is incorporated or organized, if a business enterprise, or is

resident, if an individual or government. Individuals – see instruction 25.b. on page 17.

31d Enter the industry code of the foreign parent from the list of codes on page 7 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. If the

foreign parent is an individual, enter code “05.”

32 For each foreign parent, furnish the name, country, and industry code of the ultimate beneficial owner (UBO) – see examples on page 6.

If there is more than one foreign parent, list each on a separate sheet and give the name of its UBO, and the UBO’s country and industry codes.

The 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 or entity. Note: Stockholders of a closely or privately held corporation are normally

considered to be an associated group and may be a UBO.

32a Is the foreign parent 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.

Yes (example 1 at bottom of page 6) – Skip to 32d .

No (examples 2A and 2B on page 6) – Continue with 32b .

32b Enter the name of the UBO of the foreign parent. If the UBO is an individual, enter “individual.”

Identifying the UBO as “bearer shares” is not an acceptable response.

32c Enter country in which the UBO is incorporated or organized, if a business enterprise, or is resident, if an

individual or government. Individuals – see instruction 25.b. on page 17.

32d Enter the industry code of the UBO from the list of codes on page 7. Select the industry code that best reflects the consolidated worldwide

sales of the UBO, including all of its majority-owned subsidiaries. If the UBO is an individual, enter code “05.”

3023 1

DO NOT use code "14" for UBO.

3019

3012

3013

--Select Country--

--Select Industry--

--Select Country--

--Select Industry--

FORM BE-12C (REV 9/2017)

Page 9

FORM BE-12 Supplement A (2017)

U.S. DEPARTMENT OF COMMERCE

(REV. 9/2017)

BUREAU OF ECONOMIC ANALYSIS

LIST OF ALL U.S. BUSINESS ENTERPRISES FULLY CONSOLIDATED INTO THE REPORTING U.S. AFFILIATE

NOTE – If you ﬁled a Supplement A or a computer printout 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. afﬁliate as shown on page 1

Supplement A must be completed by a reporting afﬁliate that consolidates ﬁnancial and operating data of any other U.S. business

enterprises. The number of U.S. business enterprises listed below plus the reporting U.S. business enterprise must agree with item

on page 3. Continue listing onto as many additional copied pages as necessary.

Primary Employer Identiﬁcation Number as

shown in item 2 on page 2.

5110

–

Name of each U.S. business enterprise consolidated

(as represented in item 7 on page 3)

(1)

Employer Identiﬁcation Number

used to ﬁle income and

payroll taxes

(2)

Name of U.S. business enterprise which holds

the direct ownership interest in the U.S. afﬁliate

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)

5111

1 2 3

–

4 5

. %

5112

1 2 3

–

4 5

. %

5113

1 2 3

–

4 5

. %

5114

1 2 3

–

4 5

. %

5115

1 2 3

–

4 5

. %

5116

1 2 3

–

4 5

. %

5117

1 2 3

–

4 5

. %

5118

1 2 3

–

4 5

. %

5119

1 2 3

–

4 5

. %

5120

1 2 3

–

4 5

. %

5121

1 2 3

–

4 5

. %

5122

1 2 3

–

4 5

. %

5123

1 2 3

–

4 5

. %

5124

1 2 3

–

4 5

. %

5125

1 2 3

–

4 5

. %

5126

1 2 3

–

4 5

. %

5127

1 2 3

–

4 5

. %

5128

1 2 3

–

4 5

. %

5129

1 2 3

–

4 5

. %

5130

1 2 3

–

4 5

. %

5131

1 2 3

–

4 5

. %

5132

1 2 3

–

4 5

. %

5133

1 2 3

–

4 5

. %

OMB No. 0608-0034: Approval Expires 12/31/2020



BEA USE

ONLYY

If the affiliate has

changed since the last

report, please select

the reason. If it is new,

please select "New".

--Select Reason--

If you need to file more lines, use the separate Excel Supplement file provided on the website

FORM BE-12C (REV 9/2017)

Page 10

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 ﬁled a Supplement B or a computer printout 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. afﬁliate as shown on page 1

Supplement B must be completed by a reporting afﬁliate which ﬁles a BE-12C and has a direct ownership interest in a U.S. afﬁliate(s) which

is (are) not fully consolidated. The number of U.S. afﬁliates listed below must agree with item

8 on page 3. Continue listing onto as many

additional copied pages as necessary.

BEA USE ONLY

Name of each U.S. afﬁliate 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 Identiﬁcation Number

used to ﬁle 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 2 3 5 6

. %

6211

–

1 2 3 5 6

. %

6212

–

1 2 3 5 6

. %

6213

–

1 2 3 5 6

. %

6214

–

1 2 3 5 6

. %

6215

–

1 2 3 5 6

. %

6216

–

1 2 3 5 6

. %

6217

–

1 2 3 5 6

. %

6218

–

1 2 3 5 6

. %

6219

–

1 2 3 5 6

. %

6220

–

1 2 3 5 6

. %

6221

–

OMB No. 0608-0034: Approval Expires 12/31/2020



BEA USE

ONLYY

If the affiliate has

changed since the last

report, please select

the reason. If it is new,

please select "New".

--Select Reason--

Page 11

Summary of Industry Classiﬁcations–For a full explantion 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

FORM BE-12C (REV 9/2017)

Page 12

2017 BENCHMARK SURVEY OF FOREIGN DIRECT INVESTMENT IN THE UNITED STATES

BE-12C INSTRUCTIONS

NOTE: Instructions in section IV are cross referenced by number to the items located on pages 2 to 7.

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 requirements 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 the 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.

Respondent Burden – Public reporting burden for this BE-12C form

is estimated to vary from 30 minutes to 3.25 hours per response,

with an average of 1 hour 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, they 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.

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); and

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.

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-12C (REV 9/2017)

Page 13

I. REPORTING REQUIREMENTS – Continued

1. Which form to ﬁle – Review the questions below and the ﬂow chart

on this page to determine if your U.S. business 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. business enterprise (exception c

to the consolidation rules)? (The consolidation rules are found in

instruction IV.1. starting on page 15.)

Yes — Continue with question d. NOTE: Your business is

hereafter referred to as a “U.S. afﬁliate.”

No – This U.S. business enterprise 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.

Which 2017 BE-12 Form to File?

At least 10 percent voting interest directly

and/or indirectly owned by a foreign person?

Yes

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.1. on page 15)?

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

NOTE: Certain private funds may be exempt from ﬁling.

See www.bea.gov/surveys/privatefunds for more information.

FORM BE-12C (REV 9/2017)

Page 14

I. REPORTING REQUIREMENTS – Continued

2. Who must ﬁle Form BE-12C – 2017 Benchmark Survey of

Foreign Direct Investment in the United States?

Form BE-12C must be ﬁled for a U.S. afﬁliate where none of the

three items — total assets, sales or gross operating revenues, or

net income-exceeded $60 million (positive or negative).

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.B.

on page 17.

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. See example A.

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.

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 that has direct investment in a U.S. business enterprise,

including a branch.

M. U.S. corporation means a business enterprise incorporated in the

United States.

N. Intermediary means any agent, nominee, manager, custodian,

trust, or any person acting in a similar capacity.

O. 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.

P. 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. 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.

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.

Example A

Foreign parent

Foreign

U.S.

U.S. bank B

Branch 1 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.

Example B

FORM BE-12C (REV 9/2017)

Page 15

III. GENERAL INSTRUCTIONS – Continued

B. 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. Information necessary to complete some of the items

on Form BE-12C may not be available from 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. Therefore, the answers may be reasonable estimates

based upon the informed judgement 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.

C. 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 7.

1 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 V.B.

on page 17 for details.

Do not prepare your BE-12 report using the proportionate

consolidation method. Except as noted in IV.1.b. and c. below,

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

by BEA. If you ﬁle deconsolidated reports, you must ﬁle the

same type of reports that would have been required if a

consolidated report was ﬁled.

Report majority-owned subsidiaries, if not consolidated, on the

BE-12C using the equity method of accounting. DO NOT eliminate

intercompany accounts (e.g., receivables or liabilities) for afﬁliates

not consolidated.

Exceptions to consolidated reporting – Note: If a U.S. business

enterprises 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 the equity method.

DO NOT report employment, land, and other property, plant, and

equipment and DO NOT eliminate intercompany accounts for

holdings reported using the equity method.

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.

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 BE-12 report. (See diagram.)

If this exception applies, reﬂect the indirect ownership interest, even if

more than 50 percent, on 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.

4 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.

(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.

5 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.

8 U.S. afﬁliates NOT consolidated – Report investments in U.S.

business enterprises that are not fully consolidated and that are

owned 20 percent or more using 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.

Foreign person B Foreign person A

Foreign

U.S.

100%

U.S. afﬁliate X

30%

60%

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.

FORM BE-12C (REV 9/2017)

IV. INSTRUCTIONS FOR SPECIFIC SECTIONS

OF THE REPORT FORM–Continued

13 Number of employees at close of FY 2017 – Employment is the

number of full-time and part-time employees on the payroll at the

end of FY 2017, excluding contract workers and other workers not

carried on the payroll of the U.S. afﬁliate. A count taken during, rather

than at the end of, FY 2017 may be used provided it is a reasonable

estimate for the end of FY 2017 number. If employment at the end of

FY 2017, or the count taken at some other time during 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 given, the average

should be the average for FY 2017 of the number of persons on the

payroll at the end of each payroll period, month, or quarter. If precise

ﬁgures are not available, give your best estimate.

21 Total 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. Exclude employee

compensation related to activities of a prior period, such as

compensation capitalized or charged to inventories in prior periods.

Employee compensation consists of:

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.

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.

24 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

25 Ownership

a. Voting interest and equity interest

(1) 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.

(2) 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

Page 16

FORM BE-12C (REV 9/2017)

IV. INSTRUCTIONS FOR SPECIFIC SECTIONS

OF THE REPORT FORM–Continued

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. Because foreign parent B owns all of

the voting stock, foreign parent B has a 100 percent voting

interest in U.S. afﬁliate A. However, because all 50 of the

nonvoting preferred shares are owned by U.S. investors,

foreign parent B has only a 50 percent interest in the

owners’ equity amount of U.S. afﬁliate A.

b. 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

the 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.

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. See

additional instructions on pages 27 and 28 of Form BE-12B.

B. 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. If the aggregate of such holdings exceeds one or

more of the exemption levels, then the holdings must be reported

even if individually they would be exempt. In such a case, ﬁle a

single Form BE-12 to report the aggregated holdings. If permission

has been received in writing from BEA to ﬁle on an non-aggregated

basis, the reports should be ﬁled as a group and you should inform

BEA that they are all for one owner.

On page 1, name and address of 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-12C that may not be

applicable to certain types of real estate investments, such as the

employer identiﬁcation number and the number of employees. In such

cases, enter zero or leave items blank as appropriate.

C. 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.

D. Farms – For farms that are not operated by their foreign owners,

the income statement 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 treated as an expense.

E. 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 reporting

should be as outlined 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),

Page 17

FORM BE-12C (REV 9/2017)

V. SPECIAL INSTRUCTIONS–Continued

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 doing so, 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 neccesary 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.

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

Page 18

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

e-mail to be12/15@bea.gov. Forms are accessible through eFile

or can be obtained from BEA's 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 10K, 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.

FORM BE-12C (REV 9/2017)

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