- Mandatory reporting required by the Bureau of Economic Analysis on Form BE-10 – 2014 Benchmark Survey of U.S. Direct Investment Abroad
- Investment managers, general partners, hedge funds and private equity funds are among those that may have to file
What is BE-10?
BE-10 is a benchmark survey of U.S. direct investment abroad, conducted once every five years by the Bureau of Economic Analysis (“BEA”) of the U.S. Department of Commerce. The purpose of the survey is to obtain economic data on the operations of U.S. parent companies and their foreign affiliates. The BE-10 survey is conducted pursuant to the International Investment and Trade in Services Survey Act, and the filing of reports is mandatory pursuant to Section 5(b)(2) of that Act. BE-10 reports are kept confidential and used for statistical analysis.
What is the filing deadline?
May 29, 2015 - if you are a U.S. Reporter (defined below) filing to report fewer than 50 Foreign Affiliates (defined below).
June 30, 2015 - if you are a U.S. Reporter filing to report 50 or more Foreign Affiliates.
Extensions. The BEA will consider reasonable requests for extensions if received before the applicable due date of the report. Extension requests should “enumerate the substantive reasons necessitating the extension” on the form provided by the BEA.
Who must file?
All U.S. persons that had direct or indirect ownership or control (each, a “U.S. Reporter”) of at least 10%[i] of the voting stock of a foreign business enterprise (a “Foreign Affiliate”) at any time during the entity’s 2014 fiscal year must file.
Any U.S. general partner or investment manager of a private fund could be a U.S. Reporter, and any hedge fund, private equity fund, or other private fund could be either a U.S. Reporter or a Foreign Affiliate, if they meet the above criteria.
Examples of U.S. Reporters and/or Foreign Affiliates:
- A U.S. private fund with at least 10 percent ownership of voting securities in a foreign portfolio company/investment
- A U.S. investment manager holding management shares in an offshore fund
- A U.S. entity serving as the general partner2 (directly) of a non-U.S. limited partnership, such as an offshore master fund
- A U.S. manager that is the sole shareholder of the non-U.S. general partner entity of an offshore limited partnership
- Wholly-owned offshore subsidiaries of a U.S. investment manager/general partner
- A U.S. holding company (including investment manager/general partner) or SPV holding 10 percent or more of the voting securities of a foreign subsidiary or other company
What forms must be completed?
Each U.S. Reporter is required to file a Form BE-10A for itself, and a BE-10B, BE-10C or BE-10D, based on the thresholds listed below, for each of its Foreign Affiliates.
Form BE-10A – Report for U.S. Reporter. A U.S. Reporter3 that exceeds the “$300 Million Threshold”4 must file a complete Form BE-10A; a U.S. Reporter that does not exceed the $300 Million Threshold must fill out a partial Form BE-10A: items 1 - 42 and 97 - 114.
Form BE-10B – Report for majority-owned foreign affiliates of U.S. parents with assets, sales, or net income greater than $80 million (positive or negative);
Form BE-10C – Report for majority-owned foreign affiliates of U.S. parents with assets, sales, or net income greater than $25 million (positive or negative), but no one of these items was greater than $80 million (positive or negative); for minority-owned foreign affiliates of U.S. parents with assets, sales, or net income greater than $25 million (positive or negative); and for foreign affiliates for which none of assets, sales, or net income was greater than $25 million (positive or negative), and is a foreign affiliate parent of another foreign affiliate being filed on Form BE-10B or BE-10C;
Form BE-10D – Report for foreign affiliates for which none of assets, sales, or net income was greater than $25 million (positive or negative), and is not a foreign affiliate parent of another foreign affiliate being filed on Form BE-10B or BE-10C.
BE-10 forms may be filed electronically on the BEA website or submitted by mail or fax to the BEA.
BEA guidance chart:
Click here to view chart.
What information is included in the forms?
BE-10 collects information regarding the U.S. Reporter’s and its Foreign Affiliates’ legal identity, activities/products/services, sales and employment data, financial and operating data, export and import business, and investment and transactions between the Reporter and its Foreign Affiliates.
Are there penalties for not filing?
A non-filer is subject to civil penalties up to $25,000 and injunctive relief, and willful violations may result in criminal penalties of up to $10,000 and imprisonment for up to one year. Even though the BEA has stated informally that it does not intend to penalize for failure to file, persistent failure to file may ultimately result in civil and criminal penalties.
Helpful information on the BEA’s website:
BE-10 Forms, Instructions, FAQs and Tutorials