Understanding BEA Requirements | BE-12, BE-13, BE-15, BE-605 for Non-US Founders

Beyond familiar IRS and state filing obligations, there are a few other authorities that you need to be aware of and one of them is the Bureau of Economic Analysis (BEA). 

The BEA conducts several surveys, but in this post we will particularly focus on International Surveys: Foreign Direct Investment in the United States (BE-13, BE-605, BE-15, BE-12), which are particularly relevant to non-US founders.

As a non-US founder, it is crucial to understand the requirements and forms mandated by the Bureau of Economic Analysis (BEA) to be compliant. Compliance with BEA reporting is not just a regulatory formality but a critical legal obligation, with severe penalties, ranging from criminal to civil fines. 

Please be aware that if a U.S. company (LLC, Corporation, Partnership) has a non-U.S. shareholder, owner or partner with 10% or more stake, the BEA filing requirements will probably trigger, even if there is no capital injection.

 In this blog post, we will help you understand the big picture and the key insights & hidden watch-outs.
Additionally, and you can do the SELF-ASSESSMENT to understand your BEA requirements for BE-12, BE-13, BE-15 and BE-605.

Content Covered:

1. Understand the Objective First

2.  Top 2 Requirements for Filing (SELF-ASSESSMENT)

3.  Types of BEA Surveys for Foreign Direct Investment

4. How Do I Decide Which Survey I Should File?

5. What Do You Need to Do If You Haven’t Filed on Time?

Understand the Objective First: What is the BEA and What is the Purpose?

The Bureau of Economic Analysis (BEA) is a division of the U.S. Department of Commerce and its primary mission is to provide accurate and objective economic data, which informs critical policy decisions.  

For non-US founders, the BEA's interest lies in monitoring and analyzing foreign direct investment in the United States. This data helps to shape policies that can enhance the economic climate for foreign investors while safeguarding national economic interests. 

Top 2 Requirements for Filing (SELF-ASSESSMENT): 

Now, let’s look at the top 2 requirements to evaluate your BEA requirements, which are crucial to understand the big picture and clarifying your responsibilities.

1. 10% foreign voting interest: All U.S. business enterprises in which a foreign person or company owns 10 percent or more of the voting securities of an incorporated U.S. business or an equivalent interest in an unincorporated U.S. business may be required to report International Surveys: Foreign Direct Investment in the United States (BE-13, BE-605, BE-15, BE-12). Each survey has different requirements, and need to be evaluated individually. We describe them in the following section.

• A simpler explanation (but not the definite criteria) may be that if your U.S. company has foreign shareholders, owners with 10% or more shares / interest, you may need to file one of the BEA surveys.

2. Receiving a BEA notice: If your company does not meet the requirements of BEA forms, BUT you are contacted by the BEA - STILL, you need to file the appropriate BEA survey as requested, typically by submitting a claim for exemption or a "not filing" survey and declare to BEA that you don’t meet the requirements for filing the form. 

• In simple terms, if you receive any communication from the BEA, you must respond.

If the above situations do not currently apply to you, you may not have any obligations for now, and you can skip this blog post. 

BUT REMEMBER—this is only as long as your circumstances do not change! Many BEA surveys are not one-time filings, and if you meet these conditions in the future, you will need to file with the BEA.

Types of BEA Surveys for Foreign Direct Investment:

The BEA requires foreign-owned U.S. businesses to submit 4 types of specific forms.

In addition to the specific requirement criteria below for each survey type, remember that 10% foreign ownership is paramount.

1. BE-13 (Initial Report of Foreign Direct Investment in the United States):

• Purpose: This survey captures information on new direct investments made by foreign entities in the U.S. It will also help BEA identify new U.S. companies that need to report for BEA’s other surveys on foreign direct investment in the United States.

• Requirement Criteria: Companies subject to the reporting requirements of the BE-13 must file, regardless of whether they are contacted individually by the BEA.

  Required for each U.S. company when a foreign direct investment relationship is created (e.g. A foreign person acquires at least 10% voting interest in the US company ), when a foreign entity (inc. person or company) establishes a new legal entity in the U.S., expands its operations to include a new facility, or acquires a U.S. business enterprise. 

• Type of Forms: BE-13A, BE-13B, BE-13D, BE-13E, BE- Claim for Exemption

• When to File: Within 45 days of the investment transaction. Investment may mean simply incorporating a new company.

• Need help: If you need any help, you can reach out to us at [email protected], or you can directly purchase our BE-13 service.

2. BE-605 (Quarterly Survey of Foreign Direct Investment in the United States):

• Purpose: This survey collects quarterly data on transactions and positions between U.S. affiliates and their foreign parents.

• Requirement Criteria: Companies required to report will be contacted individually by the BEA. Companies not contacted by the BEA have no reporting responsibilities for the BE-605, even the company has at least 10% foreign ownership.

• Type of Forms: BE-605, BE- Claim for Exemption

• When to File: 30 days after the end of each quarter, except the final quarter, which has a 45-day deadline.

• Need help: If you need any help, you can reach out to us at [email protected], or you can directly purchase our BE-605 service. 

3. BE-15 (Annual Survey of Foreign Direct Investment in the United States):

• Purpose: This annual survey provides detailed data on the financial and operating characteristics of U.S. companies.

• Requirement Criteria: Companies required to report will be contacted individually by the BEA. Companies not contacted by the BEA have no reporting responsibilities for the BE-15, even the company has at least 10% foreign ownership.

• Type of Forms: BE- 15A, BE- 15B, BE- 15C, BE- Claim for Exemption

• When to File: By May 31 or June 30 for reporting companies that use BEA's eFile system.

• Need help: If you need any help, you can reach out to us at [email protected], or you can directly purchase our BE-15 service. 

4. BE-12 (Benchmark Survey of Foreign Direct Investment in the United States):

• Purpose: Conducted every five years, the most recent filing for liable companies was in 2023. This comprehensive survey provides a complete picture of the direct investment relationship between U.S. companies and foreign parents.

• Requirement Criteria: Companies subject to the reporting requirements of the BE-12 must file, regardless of whether they are contacted individually by the BEA.

  All U.S. companies (Corporations, LLC's etc.) with at least 10% foreign voting ownership interest (or the equivalent) must report BE-12. There may be  some exemptions to assess.

• Type of Forms: BE- 12A, BE- 12B, BE- 12C, BE- Claim for Exemption

• When to File: Deadlines vary, typically several months after the survey is announced.

• Need help: If you need any help, you can reach out to us at [email protected], or you can directly purchase our BE-12 service. OR, If you would like to file yourself, you can read our other post “A Step-by-Step Guide to Filling BE-12 Benchmark Survey of BEA” for more technical details on how to file.

If you would like to know more about BE-12 Survey, here is our detailed blog post “Navigating the BE-12 Survey: Understanding Requirements, Deadlines, and Penalties".

How Do I Decide Which Survey I Should File?

If you're unsure about which requirement applies to you, you can complete our free BEA assessment to understand your obligations. 

Step 1: Check whether you have received any notice from BEA

Remember, BE-15 and BE-605 are only required once the BEA has contacted you, otherwise you have no BE-15 or BE-605 obligation (even your company has at least 10% foreign voting ownership interest).

BUT, BE-12 and BE-13 are not dependent on BEA communication and you need to self evaluate. If your company has at least 10% foreign voting ownership interest (or the equivalent) and falls under the requirement criteria mentioned above, you have to file the appropriate survey to BEA. On the other hand, even if your company does not meet the requirements of BE-12 or BE-13, but is contacted by BEA, you still have obligation to respond BEA and file appropriate BE-12 and BE-13 forms.

In short, if you receive any notice from BEA, you have to respond with the appropriate version of the forms , even if you don’t meet the requirement criteria.

Step 2: Determine the type of survey you need to file

It is now clear that if you receive any notice, you should file as requested.
If you haven’t received any BEA notice, you need to self-evaluate whether you are required to file BE-12 and BE-13 based on the requirement criteria. Next, you should identify which version of the form you need to file.

While there are five versions of BE-13, there are four versions of BE-12, as mentioned in the section "Types of BEA Surveys for Foreign Direct Investment" above. Each version of these forms has different criteria and may depend on your company’s total assets, annual sales, gross operating revenues, or annual net income.

In this blog post, we will not delve into these versions and their requirements, but if you would like to check, here are some BEA resources for you.

• For BE-13: You can look at the BE-13 decision tree created by BEA.

• For BE-12: You can see the BE-12 decision tree create by BEA.

What Do You Need to Do If You Haven’t Filed on Time?

Even though these surveys are primarily informative, late filings can lead to criminal and civil penalties, damaging your company's reputation and maybe financials. If you haven't filed the required surveys on time, it's crucial to take immediate action to minimize potential penalties or issues. Each case may be assessed individually, often considering the company’s size and complexity.

Since you are still required to file, even if it's late, we recommend doing so before the BEA detects the delay. Correcting your mistake promptly is always best. Regulatory bodies may be lenient, but penalties can be higher if the violation is found to be willful or poorly intended. 

The easiest way to file is through BEA’s e-file system, you can do it yourself OR if you have difficulty determining how the reporting requirements apply to your situation or how to file, please contact us at [email protected], or you can directly purchase our BEA services.

WATCH-OUT: All surveys are independent of each other. For example, if you filed BE-12 in 2022 but haven't filed BE-13 yet, you still need to file BE-13 for your company. Filing one form does not cancel out the requirement to file the other.

Run Your U.S. Business With Tukel, Inc. 

Adapting to foreign business is a struggle for any up-and-coming business owner. Foreign ownership can be a complex process, especially if you don’t have any help to guide you along this journey. If you need assistance with the BEA reporting requirements, you can reach out to us at [email protected], OR you can directly purchase our BEA services:

• BE-12 Benchmark Survey Filing Service
• BE-13 Survey Filing Service
• BE-15 Annual Survey Filing Service
• BE-605 Quarterly Survey Filing Service

We can also support your U.S. company with its bookkeeping, accounting, taxes, payroll and more. We provides numerous flexible pricing plans to ensure you can access an effective solution to run your US business like a pro. Getting started with Tukel, Inc. is easy. Help your US business thrive by scheduling a discovery call with the sales team at Tukel, Inc. to discuss your requirements today. 

 Disclaimer:

_{^{This content is for information purposes only and should not be considered legal, accounting, or tax advice, or a substitute for obtaining such advice specific to your business. Additional information and exceptions may apply. Applicable laws may vary by state or locality. No assurance is given that the information is comprehensive in its coverage or that it is suitable in dealing with a customer’s particular situation. Tukel Inc. is not responsible for updating or revising any information presented herein.You can refer to the Bureau of Economic Analysis (BEA) site for the latest updates and rules. Accordingly, the information provided should not be relied upon as a substitute for independent research. Tukel Inc. does not warrant that the material contained herein will continue to be accurate, nor that it is completely free of errors when published. Readers should verify statements before relying on them.}}