Form Preview Example

FORM BE-12A (REV 3/2012)

OMB No. 0608-0042: Approval Expires 2/28/2015

BEA-12 Identiﬁcation Number

-12 Identiﬁcation Number

2012 BENCHMARK SURVEY OF FOREIGN DIRECT INVESTMENT IN THE UNITED STATES

MANDATORY — CONFIDENTIAL

FORM BE–12A

Due date: May 31, 2013

Electronic ﬁling:

www.bea.gov/eﬁle

Mail reports to:

U.S. Department of Commerce

Bureau of Economic Analysis BE–49(A)

Washington, DC 20230

Deliver reports to:

U.S. Department of Commerce

Bureau of Economic Analysis BE–49(A)

Shipping and Receiving Section, M100

1441 L Street, NW

Washington, DC 20005

Fax reports to:

(202) 606–1905*

	Name and address of U.S. business affiliate
1002	Name of U.S. affiliate
	0

1010	c/o (care of)
	0

1003	Street or P.O. Box
	0

1004	City			0998	State
	0

1005	ZIP Code		Foreign Postal Code
	0	Or
		Or

Assistance: E-mail: be12/15@bea.gov

Telephone: (202) 606-5577

Copies of blank forms: www.bea.gov/fdi

Include your BE–12 Identiﬁcation Number with all requests.

Who must file BE–12A — Form BE–12A must be filed for a majority-owned U.S. affiliate with total assets, sales or gross operating revenues, or net income greater than $300 million (positive or negative). For more information on filing requirements, see instructions I.2 on page 33. If you do not meet these filing criteria, see instruction I.A.1 on page 32 to determine which form to file.

Mandatory, Conﬁdentiality, Penalties

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 31 for more details.

Person to consult concerning questions about this report — Enter name and address

Certification — The undersigned official certifies that this report has been prepared in accordance with the applicable instructions, is

1000	Name				complete, and is substantially accurate except that, in accordance with
	0				instruction III.C on page 34, estimates may have been provided.


1029	Address
	0
1030
1030	0				Authorized official’s signature			Date


1031	0				0990	Print or type name	0991	Print or type title
						0		0

1001	Telephone number	Area code	Number	Extension	0992	Telephone number	0993	Fax number
	0					0		0

May fax and/or e-mail be used in correspondence between your enterprise and BEA?

*Note — If you choose to communicate with BEA via fax or electronic mail, BEA cannot guarantee the security of the information during transmission, but will treat information we receive as confidential in accordance with Section 5(c) of the International Investment and Trade in Services Survey Act.

1027

1032

E-mail: 1		1	Yes (If yes, enter your e-mail address) E-mail address
	1	2	No	0
	1


				1028
Fax:	1	1	Yes (If yes, enter your fax number)	Fax number
	1			Fax number
				0
				0

1	2	No

0999

Part I - Identiﬁcation of U.S. Afﬁliate

IMPORTANT

Review the instructions starting on page 31 before completing this form. Insurance and real estate companies see special instructions starting on page 38.

•฀ 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 2012 fiscal year — The affiliate’s financial reporting year that had an ending date in calendar year 2012.

•฀ 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. The consolidation rules are found in instruction IV.2 starting on page 34.

•฀ Rounding — Report currency amounts in U.S. dollars rounded to thousands (omitting 000).	$ Bil.	Mil.	Thous.	Dols.
Do not enter amounts in the shaded portions of each item.
		1	335	000
Example — If amount is $1,334,891.00 report as:

1Which financial reporting standards will you use to complete this BE–12 report?

NOTE — The BE-12 report should be completed using U.S. Generally Accepted Accounting Principles (U.S. GAAP). If using U.S. GAAP to complete this report is highly burdensome, or otherwise not feasible, you may use other financial reporting standards, preferably with adjustments to correct for any material differences between U.S. GAAP and the reporting standards used.

1399 1

U.S. Generally Accepted Accounting Principles

International Financial Reporting Standards (as promulgated by, or adapted from, the International Accounting Standards Board) NOTE — Do not prepare your BE–12 report using the proportionate consolidation method.

Other reporting standards — Specify the reporting standards used

2Is 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)?

1400	1	1	Yes	If “Yes” — Do not complete this report unless exception 2.c. described in the consolidation rules on page 35
		1	Yes
				applies. If this exception does not apply, forward this BE–12 survey packet 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 downloaded from BEA’s Web site
				at: www.bea.gov/fdi
	1	2	No	If “No” — Complete this report in accordance with the consolidation rules starting on page 34.
	1

CONSOLIDATION OF U.S. AFFILIATES

Foreign parent

Foreign

10 to 100 percent

United States

U.S. business enterprise A

> 50 percent

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.

U.S. business enterprise B

3Enter Employer Identification Number(s) used by the U.S. affiliate to file income and payroll taxes.

	Primary	Other
1006
1006	1	2
	–	–

FORM BE-12A (REV 3/2012)

Page 2

Part I - Identiﬁcation of U.S. Afﬁliate – Continued

4Reporting period — Reporting period instructions are found in instruction 4 on page 35. If there was a change in fiscal year, review instruction 4.b. on page 35.

	Month Day	Year
	1
This U.S. affiliate’s fiscal year ended in calendar year 2012 on	__ __ / __ __ /	2 0 1 2
	1007
Example — If the fiscal year ended on March 31, report for the 12-month period ended March 31, 2012.

NOTE — Affiliates with a fiscal year that ended within the first week of January 2013 are considered to have a 2012 fiscal year and should report December 31, 2012 as their 2012 fiscal year end.

Did the U.S. business enterprise become a U.S. affiliate during its fiscal year that ended in calendar year 2012?

					Month Day	Year
1008	1	1	Yes If “Yes” — Enter the date the U.S. business enterprise became a U.S. affiliate and see		1
1008	1				1

			instruction 5 on page 35 to determine how to report for the first time	1009	__ __ / __ __ / __ __ __ __
				1009
	1

2	No

NOTE — For a U.S. business enterprise that became a U.S. affiliate during its fiscal year that ended in calendar year 2012, may leave the close FY 2011 data columns blank.

Form of organization of U.S. affiliate — Mark (X) one

1011	1	1	Incorporated in U.S.

Reporting rules for unincorporated affiliates are found in instruction 6 starting on page 35.

2 U.S. partnership — Reporting rules for partnerships are found in instruction 6.b. on page 36.

1	3	U.S. branch of foreign person
1

1
1
	4	Limited Liability Company (LLC) — Reporting rules for LLCs are found in instruction 6.c. on page 36.

1	5	Real property not in 1–4 above — Reporting rules for real estate are found in instruction V.C. on page 39.
1


1
	6	Business enterprise incorporated abroad, but whose head office is located in the United States and whose business activity is

		conducted in, or from, the United States
1	7	Other — Specify

Does this U.S. affiliate own any foreign business enterprises or operations (see the diagram below)?

1014	1	1	Yes If “Yes” — DO NOT consolidate foreign business enterprises or operations. Foreign operations in which you own an interest of 20
		1
			percent or more are to be deconsolidated and reported using the equity method of accounting. If your ownership interest is less
			than 20 percent, foreign operations are to be reported in accordance with FASB ASC 320 (formerly FAS 115). Reporting rules for
			foreign operations are found in the instruction IV.2.a. starting on page 34.
			NOTE — DO NOT eliminate intercompany accounts (e.g., receivables or liabilities) for holdings reported using the equity method.
	1	2	No
	1

				U.S. affiliate A

			United States
			Foreign

				Foreign business
				enterprises or	Do not consolidate foreign business
				operations	Do not consolidate foreign business
				operations	enterprises or foreign operations
				owned by the	enterprises or foreign operations
				owned by the	owned by the U.S. affiliate
				U.S. affiliate	owned by the U.S. affiliate
				U.S. affiliate

8U.S. business enterprises fully consolidated in this report — U.S. business enterprises that are more than 50-percent owned should be fully consolidated in this report, except as noted in the consolidation rules starting on page 34. Banks, see instruction I.C. on page 33 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.

1012 1

If the number is greater than one, complete the Supplement A on page 27.

FORM BE-12A (REV 3/2012)

Page 3

Part I - Identiﬁcation of U.S. Afﬁliate – Continued

9U.S. affiliates NOT fully consolidated — See instruction 9 on page 36.

Number of U.S. affiliates, in which this U.S. affiliate has an ownership interest, that are NOT fully consolidated in this report.

1013 1If number is not zero, complete the Supplement B on page 29

The U.S. affiliate named on page 1 must include data for unconsolidated U.S. affiliates on an equity basis and must notify the unconsolidated U.S. affiliates of their obligation to file a Form BE–12 in their own names (see page 32 to determine the appropriate form for these affiliates to file).

10Did this U.S. affiliate acquire or establish any U.S. business enterprises or segments during the reporting period that are now either

contained in this report on a fully consolidated basis, merged into this U.S. affiliate, reflected as an equity investment?

1015	1 1	Yes	1	2	No
		Yes			No

11Did this U.S. affiliate sell, transfer ownership of, or liquidate any U.S. subsidiaries, operating divisions, segments, etc., during its fiscal year that ended in calendar year 2012?

1016	1	1		1	2
			Yes	1		No

OWNERSHIP — Enter percent of ownership, in this U.S. affiliate, to a tenth of one percent, based on voting and equity interest if an incorporated affiliate (or an equivalent interest if any unincorporated affiliate). “Voting interest” and “equity interest” are defined in instructions 12–16 starting on page 36.

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.

											Voting interest				Equity interest
											Voting interest				(If different from voting interest)
12	Ownership held directly by foreign parent(s) of this affiliate — Give name														(If different from voting interest)
	of each foreign parent with direct ownership. If more than 4, continue on a										Close FY 2012		Close FY 2011		Close FY 2012		Close FY 2011
	separate sheet. See example 1 on page 19.										(1)	(2)		(3)		(4)
										1017	1		2		3		4


a.											___ ___ ___ . ___%		___ ___ ___ . ___%		___ ___ ___ . ___%		___ ___ ___ . ___%
										1018	1		2		3		4
b.											___ ___ ___ . ___%		___ ___ ___ . ___%		___ ___ ___ . ___%		___ ___ ___ . ___%
										1019	1		2		3		4
c.											___ ___ ___ . ___%		___ ___ ___ . ___%		___ ___ ___ . ___%		___ ___ ___ . ___%
										1020	1		2		3		4
d.											___ ___ ___ . ___%		___ ___ ___ . ___%		___ ___ ___ . ___%		___ ___ ___ . ___%
											1		2		3		4
13	Ownership held directly by all U.S. affiliates of the foreign parent(s) —										1		2		3		4
13
	The foreign parents of these other U.S. affiliates are indirect foreign parents
	of this U.S. affiliate. If you put an entry in column 1 or 2, complete

	items	17	–	21	below. See example 2 on page 20					1060	___ ___ ___ . ___%		___ ___ ___ . ___%		___ ___ ___ . ___%		___ ___ ___ . ___%

											1		2		3		4
											___ ___ ___ . ___%		___ ___ ___ . ___%		___ ___ ___ . ___%		___ ___ ___ . ___%
14	Ownership held directly by all other U.S. persons or entities									1061	___ ___ ___ . ___%		___ ___ ___ . ___%		___ ___ ___ . ___%		___ ___ ___ . ___%
											1		2		3		4

15	Ownership held directly by all other foreign persons or entities									1062	___ ___ ___ . ___%		___ ___ ___ . ___%		___ ___ ___ . ___%		___ ___ ___ . ___%
											100%	100%		100%		100%
16	TOTAL of ownership interests — Sum of items					12	through	15			100%	100%		100%		100%
16	TOTAL of ownership interests — Sum of items					12	through	15	.......................

NOTE: IF THERE IS AN ENTRY IN COLUMN 1 OR 2 OF ITEM 13 COMPLETE ITEMS 17 THROUGH 20 .

Give the name of each U.S. affiliate holding a direct ownership interest in this U.S. affiliate.

If more than 4, continue on a separate sheet.

See example 2 on page 19.

(1)

21Sum of items 17 through 20 . The sum of these percentages must equal item 13 columns 1 and 2.....

				For the U.S. affiliate listed in column 1,
	Percent of direct voting interest			give the name of the U.S. entity (U.S.	BEA
	in this U.S. affiliate held by the			affiliate) in its ownership chain that is	BEA
	U.S. affiliate listed in column 1.			directly owned by a foreign parent.	USE
				If the U.S. affiliate listed in column 1 is	ONLY
				directly owned by a foreign parent, also list
	Close FY 2012		Close FY 2011	that U.S. affiliate here.
	(2)	(3)		(4)
1063	1		2		3
1063	1		2		3
	___ ___ ___ . ___%		___ ___ ___ . ___%
1064	1		2		3
	___ ___ ___ . ___%		___ ___ ___ . ___%
1065	1		2		3
	___ ___ ___ . ___%		___ ___ ___ . ___%
1066	1		2		3
	___ ___ ___ . ___%		___ ___ ___ . ___%
	1		2		3
1071	___ ___ ___ . ___%		___ ___ ___ . ___%	BEA USE ONLY

FORM BE-12A (REV 3/2012)

Page 4

Part I - Identiﬁcation of U.S. Afﬁliate – Continued

Section A — INDUSTRY CLASSIFICATION, TOTAL SALES, AND EMPLOYEES OF FULLY CONSOLIDATED U.S. AFFILIATE

22Major activities of fully consolidated U.S. affiliate — For an inactive affiliate, select the activities based on its last active period; for “start-ups,” select the intended activities.

Check all boxes that describe a major activity of the fully consolidated U.S. affiliate

1072 1

Producer of goods

Seller of goods the U.S. affiliate does not produce Producer or distributor of information

Provider of services Real estate

Other Specify

23What is (are) the major product(s) and/or service(s) resulting from this (these) activities? If a product, also state what is done to it, i.e., whether it is mined, manufactured, sold at wholesale, transported, packaged, etc. (For example, “manufactured widgets.”)

1163 0

CONTRACT MANUFACTURING SERVICES — Contracting with a firm to process materials and components, including payments for fabricating, assembling, labeling, and packaging materials and components.

Contract manufacturing services PURCHASED

24In FY 2012, did this U.S. affiliate purchase contract manufacturing services from others (including foreign affiliates)?

1073	1	1	Yes — Continue with item		25
			Yes — Continue with item		25
	1
		2	No — Skip to item	26

25If item 24 is answered “Yes,” indicate whether the U.S. affiliate owned the materials used by the contract manufacturers and whether the services were purchased from businesses inside or outside the U.S. (check all that apply).

The U.S. affiliate owned some or all of the materials used by the contract manufacturers and the companies providing the manufacturing services were:

1074	1	1
		1

Located inside the U.S. Located outside the U.S.

The U.S. affiliate did not own the materials used by the contract manufacturers and the companies providing the manufacturing services were:

1075	1	1	Located inside the U.S.
		1

1	2	Located outside the U.S.

Contract manufacturing services PERFORMED

26In FY 2012, did this U.S. affiliate perform contract manufacturing services for others (including foreign affiliates)?

1076	1	1

			Yes — Continue with item		27

	1	2


			No — Skip to item	28

27If item 26 is answered “Yes,” indicate whether the U.S. affiliate owned the materials used by the contract manufacturing and whether the services were performed for businesses inside or outside the U.S. (check all that apply).

The U.S. affiliate owned some or all of the materials used in the contract manufacturing and the companies purchasing the manufacturing

services were:

1077	1	1	Located inside the U.S.
		1

1	2	Located outside the U.S.

The U.S. affiliate did not own the materials used in the contract manufacturing and the companies purchasing the manufacturing services were:

1078	1	1	Located inside the U.S.
		1

1	2	Located outside the U.S
	2

		BEA USE ONLY

1200 1

1201 1

1202 1

1203 1

FORM BE-12A (REV 3/2012)

Page 5

Part II - Financial and Operating Data of U.S. Afﬁliate

INDUSTRY CLASSIFICATION, TOTAL SALES, AND EMPLOYEES OF FULLY CONSOLIDATED U.S. AFFILIATE

Enter the 4-digit International Surveys Industry (ISI) code(s) and the sales and employment associated with each code in items 28 through 37 .

Book publishers, printers, and real estate investment trusts — See instructions for items 28 – 41 on page 37.

Holding company (ISI code 5512) is often an invalid industry classification for a conglomerate. A conglomerate must determine its industry code based on the activities of the fully consolidated domestic U.S. business enterprise.

Column 1 – ISI Code — See the Summary of Industry Classifications on page 30. For a full explanation of each code, see the Guide to Industry Classifications for International Surveys, 2012 located at www.bea.gov/naics2012. For an inactive affiliate, base the industry classification(s) on its last active period; for “start-ups” with no sales, show the intended activities.

Column 2 – Sales

INCLUDE

•฀฀Total฀sales฀or฀gross฀operating฀revenues,฀excluding฀sales฀taxes,฀ returns, allowances, and discounts.

•฀฀Fees฀and฀commissions

•฀฀Revenues฀generated฀during฀the฀year฀from฀the฀operations฀of฀a฀ discontinued business segment.

•฀฀ONLY฀finance฀and฀insurance฀companies฀and฀units฀should฀report฀ dividends and interest. Companies involved with repos and reverse repos see instructions for items 28–41 on page 37.

•฀฀Total฀income฀of฀holding฀companies฀(ISI฀code฀5512)฀as฀reported฀in฀ item 46 .

EXCLUDE

•฀฀Investment฀gains฀and฀losses฀reported฀in฀item฀ 44 .

•฀฀Sales฀or฀consumption฀taxes฀levied฀directly฀on฀the฀consumer.

•฀฀Excise฀taxes฀levied฀directly฀on฀manufacturers,฀wholesalers,฀and฀ retailers.

•฀฀Gains฀or฀losses฀from฀DISPOSALS฀of฀discontinued฀operations฀and฀ gains and losses from derivative instruments (report as certain gains (losses) in item 44 ).

•฀฀Dividends฀and฀interest฀earned฀by฀non-finance฀and฀non-insurance฀ companies and units (report as other income in item 45 ).

Column (3) – Number of employees — INCLUDE all full-time and part-time employees on the payroll at the end of FY 2012 associated with each ISI code. EXCLUDE contract workers and other workers not carried on the payroll of this U.S. affiliate. If employment at the end of FY 2012 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 2012. If precise figures are not available, provide your best estimate.

NOTE: For most U.S. reporters, the employment distribution in column 3 is					Sales			Number of employees
					Sales			associated with each ISI
	not proportional to the sales distribution in column 2. Therefore, do				(2)			associated with each ISI
			ISI code		(2)			code in column 1
	not distribute employment by industry in proportion to sales by industry.		ISI code					code in column 1
		(1)		$ Bil.	Mil.	Thous. Dols.		(3)
		1		2				3
							000
28	Enter code of industry with largest sales	1164					000
		1		2				3
							000
29	Enter code of industry with 2nd largest sales	1165					000
		1		2				3
							000
30	Enter code of industry with 3rd largest sales	1166					000
		1		2				3
							000
31	Enter code of industry with 4th largest sales	1167					000
		1		2				3
							000
32	Enter code of industry with 5th largest sales	1168					000
		1		2				3
							000
33	Enter code of industry with 6th largest sales	1169					000
		1		2				3

34	Enter code of industry with 7th largest sales	1170					000
		1		2				3
							000
35	Enter code of industry with 8th largest sales	1171					000
		1		2				3
							000
36	Enter code of industry with 9th largest sales	1176					000
		1		2				3
						000
37	Enter code of industry with 10th largest sales	1177				000
								3

38Number of employees of administrative offices and other auxiliary units — INCLUDE employees at corporate headquarters, central administrative, and regional offices, and operating units that provide administration and management or support services (such as accounting, data processing, legal, research and development and testing, and warehousing) to more than one U.S. operating unit. EXCLUDE employees that provide administration and management or support services for only one unit. Instead, report such employees in column 3 of items 28

	through	37	...........................................................................................................................................................................						1178
								2	3

39	Sales and employees accounted for — Sum of items			28	through	38	.............................	1172	000

								2	3

40Sales and employees not accounted for above — Items 28 through 37 must all

	have entries if amounts are entered in this item						1173	000

						1	2	3
41	TOTAL SALES OR GROSS OPERATING REVENUES (excluding sales					1	2	3
41	TOTAL SALES OR GROSS OPERATING REVENUES (excluding sales

	taxes) and employees — Sum of items	39	and	40	, columns 2 and 3	1174		000

FORM BE-12A (REV 3/2012)

Page 6

Part II - Financial and Operating Data of U.S. Afﬁliate – Continued

Section B — INCOME STATEMENT
INCOME
42 Total sales or gross operating revenues, excluding sales taxes — Must equal item 41 column 2	2149

43Income from equity investments in unconsolidated U.S. affiliates and all foreign entities — INCLUDE here the equity in earnings, during the reporting period, for all U.S. and foreign investments that are unconsolidated and reported in item 66 . INCLUDE dividends received for investments that are owned less than 20 percent and not subject to FASB ASC 320 (formerly FAS 115). EXCLUDE fair value gains and losses for investments that would

otherwise be accounted for under the equity method. Report such fair value gains (losses) in item 44

2150

44Certain gains (losses) — READ INSTRUCTIONS CAREFULLY as this item is based on economic accounting concepts and may, in some cases, deviate from accounting principles.

Report gross amount before income tax effect. Include tax effect in item 48 . Report gains (losses) resulting from:

a.Extraordinary, unusual, or infrequently occurring items that are material. INCLUDE losses from accidental damage or disasters, after estimated insurance reimbursement. INCLUDE other material items, including write-ups, writedowns, and writeoffs of tangible and intangible assets; gains (losses) from the sale or other dispositions of capital assets. EXCLUDE legal judgments (report legal judgments against the U.S. affiliate in item 47 ; report legal settlements in favor of the U.S. affiliate in item 45 );

b.Restructuring. INCLUDE restructuring costs that reflect writedowns or writeoffs of assets or liabilities. EXCLUDE actual payments, or charges to establish reserves for future actual payments, such as for severance pay, and fees to accountants, lawyers, consultants, or other contractors. Report them in item 47 ;

c.Sales or disposition of land, other property, plant, and equipment, or other assets, and FASB ASC 360 (formerly FAS144) impairment losses. EXCLUDE gains (losses) from the sale of inventory assets in the ordinary course of trade or business. Real estate companies, see special instructions IV.44. on page 37;

d.Sales or other disposition of financial assets, including investment securities; gains (losses) related to fair value accounting; FASB ASC 320 (formerly FAS 115) holding gains (losses) on securities classified as trading securities; FASB ASC 320 impairment losses; and gains and losses derived from derivative instruments;

e.Goodwill impairment as defined by FASB ASC 350 (formerly FAS 142);

f.DISPOSALS of discontinued operations. EXCLUDE income (loss) from the operations of a discontinued segment. Report such income (loss) as part of your income from operations in items 28 through 41 ;

g.Remeasurement of the U.S. affiliate’s foreign-currency-denominated assets and liabilities due to changes in foreign exchange rates during the reporting period;

h.The cumulative effect of a change in accounting principle; and

i.The cumulative effect of a change in the estimate of stock compensation forfeitures under FASB ASC 718

(formerly FAS 123(R))

2151

45Other income — Legal settlements in favor of the U.S. affiliate, dividends and interest earned by non-finance and non-insurance companies and units, nonoperating, and other income not included above. — Specify major items

	2152
46 Total income — Sum of items 42 through 45	2153
COSTS AND EXPENSES

47Cost of goods sold or services rendered, and selling, general, and administrative expenses — Operating expenses that relate to sales or gross operating revenues, item 42 , and selling, general, and administrative expenses. INCLUDE production royalty payments to governments, their subdivisions and agencies, and to other persons. INCLUDE legal judgments against the U.S. affiliate. INCLUDE depletion charges representing the amortization of the actual cost of capital assets, but EXCLUDE all other depletion charges. EXCLUDE goodwill impairment as defined by FASB ASC 350 (formerly FAS 142). Report such impairment losses in item 44 . For

guidance on restructuring costs, see item 44b

2154

48Income taxes — Provision for U.S. Federal, state, and local income taxes. INCLUDE the income tax effect of certain

gain (losses) reported in item 44 . EXCLUDE production royalty payments

2156

49Other costs and expenses not included above. Include noncontrolling interests in profits and losses (FASB ASC 810 (formerly FAS 160)). — Specify major items

		2157
50	Total costs and expenses — Sum of items 47 through 49	2158
NET INCOME
51	Net income (loss) after provision for U.S. Federal, state, and local income taxes — Item 46 minus item 50	2159

$ Bil. Mil. Thous. Dols.

000

FORM BE-12A (REV 3/2012)

Page 7

Part II - Financial and Operating Data of U.S. Afﬁliate – Continued

Section C — DISTRIBUTION OF SALES OR GROSS OPERATING REVENUES

Distribute sales or gross operating revenues among three categories — sales of goods, sales of services, and investment income. For the purpose of this distribution, “goods” are normally outputs that are tangible and “services” are normally outputs that are intangible. When a sale consists of both goods and services and cannot be unbundled (i.e., the goods and services are not separately billed), distribute the sales as goods or services based on a best estimate of the value in each.

NOTE — Before completing this section, please see the instructions for item 52 through 57 starting on page 37. Insurance companies also see page 38, V.A. for special instructions.

Utilities and oil & gas producers and distributors — To the extent feasible, revenues are to be allocated between sales of goods and sales of services. Revenues earned from the sale of a product (e.g., electricity, natural gas, oil, water, etc.) are to be reported as sales of goods. Revenues earned from the distribution or transmission of a product (e.g., fees received for the use of transmission lines, pipelines, etc.) are to be reported as

sales of services.
		$ Bil. Mil. Thous.
		1
52	Total sales or gross operating revenues, excluding sales taxes —
	Equals sum of items 53 through 55	2243
		1
53	Sales of goods	2244
		1

54Investment income included in gross operating revenues. Include ALL interest and dividends generated by

		finance and insurance subsidiaries or units											2245

													1

	55	Sales of services, total — Sum of items							56	and	57	.................................................................................................	2246
													1

	56	To U.S. persons or entities											2247
													1

	57	To foreign persons or entities											2257
CROSS-BORDER SERVICES TRANSACTIONS
		Did this U.S. affiliate receive payments or credits from, or make payments or issue credits to, persons or entities located outside
		of the United States for any of the items listed below?
		•฀ Royalties,฀license฀fees,฀and฀other฀fees฀for฀the฀use฀or฀sale฀of฀intangible฀property.
		•฀ Services฀including฀but฀not฀limited฀to:฀accounting,฀advertising,฀computer,฀construction฀and฀related฀services,฀consulting, data base,
			financial, insurance, legal, management, operational leasing, public relations, and research and development services.
		1186	1	1	Yes	1	2	No
		1186	1	1		1	2

Dols.

000

Section D — OTHER FINANCIAL AND OPERATING DATA

58Interest income from all sources (including foreign parents and affiliates), after deduction of taxes withheld

by the payer. Do not net against interest expense (item 59 )

2400

59Interest expenses plus interest capitalized, paid or due to all payees (including to foreign parents and

affiliates), before deduction of U.S. tax withheld by the affiliate. Do not net against interest income (item 58 ) ....

2401

60Other taxes and non-tax payments (EXCLUDING income and payroll taxes) — Amount paid or accrued for the year, net of refunds or credits, to U.S. Federal, state, and local governments, their subdivisions and agencies for —

•฀Sales,฀consumption,฀and฀excise฀taxes฀collected by the affiliate on goods and services sold

•฀Premium฀taxes฀paid฀by฀insurance฀companies

•฀Property฀and฀other฀taxes฀on฀the฀value฀of฀assets฀and฀capital

•฀Any฀remaining฀taxes฀(other฀than฀income฀and฀payroll฀taxes)

•฀Non-tax฀liabilities฀(other฀than฀for฀purchases฀of฀goods฀and฀services)฀such฀as฀—

-Import and export duties

-Production royalties for natural resources

-License fees, fines, penalties, and similar items

NOTE: The amount reported in this item SHOULD NOT EQUAL the amount reported in item 48

2402

61Employee compensation — Base compensation on payroll records. Employee compensation must cover compensation charged as an expense on the income statement, charged to inventories, or capitalized during the reporting period. INCLUDE wages and salaries and employee benefit plans. EXCLUDE compensation related

to activities of a prior period, such as compensation capitalized or charged to inventories in prior periods. EXCLUDE compensation of contract workers and other workers not carried on the payroll of this U.S. affiliate. See instruction

for item 61 on page 38

2253

BEA USE ONLY

2404

$ Bil. Mil. Thous. Dols.

000

FORM BE-12A (REV 3/2012)

Page 8

Part II – Financial and Operating Data of U.S. Afﬁliate – Continued

Section E – INDUSTRY ACTIVITIES

INSURANCE INDUSTRY ACTIVITIES

Insurance related activities are covered by industry codes 5243 (insurance carriers, except life insurance carriers) and 5249 (life insurance carriers).

62a

62b

62c

Of the total sales and gross operating revenues reported in item 41 , column 2, were any of the sales or revenues generated by insurance related activities?

1180	1	1	Yes — Answer items		62b	and	62c
		1	Yes — Answer items		62b	and	62c
								$ Bil. Mil. Thous. Dols.
	1 2		No — Skip to item	63a				$ Bil. Mil. Thous. Dols.
								1
Premiums earned — Report premiums, gross of commissions, included in revenue during the reporting year.
Calculate as direct premiums written (including renewals) net of cancellations, plus reinsurance premiums
assumed, minus reinsurance premiums ceded, plus unearned premiums at the beginning of the year, minus
unearned premiums at the end of the year. EXCLUDE all annuity premiums. Also EXCLUDE premiums and policy
fees related to universal and adjustable life, variable and interest-sensitive life, and variable-universal life policies...... 1181								000
								1

Losses incurred — Report losses incurred for the insurance products covered by item 62b . EXCLUDE

loss adjustment expenses and losses that related to annuities. Also EXCLUDE losses related to universal and adjustable life, variable and interest-sensitive life, and variable-universal life policies.

For property and casualty insurance, calculate as net losses paid during the reporting year, minus net unpaid losses at the beginning of the year, plus net unpaid losses at the end of the year. In the calculation of net losses, INCLUDE losses on reinsurance assumed from other companies and EXCLUDE loses on reinsurance ceded to other companies. Unpaid losses include both case reserves and losses incurred but not reported.

For life insurance, losses reflect policy claims on reinsurance assumed or on primary insurance sold, minus losses
recovered from reinsurance ceded, adjusted for changes in claims due, unpaid, and in course of settlement	1182	000

WHOLESALE AND RETAIL TRADE INDUSTRY ACTIVITIES — Goods purchased for resale without further processing

Wholesale trade industry activities include the wholesaling of durable and nondurable goods.

These activities are covered by industry codes 4231 through 4251.

Retail trade industry activities are covered by industry codes 4410 through 4540.

63a Of the total sales and gross operating revenues reported in item 41 , column 2, were any of the sales or revenues generated by wholesale or retail trade activities?

1183		1	1	Yes — Answer items		63b	and	63c
			1	Yes — Answer items		63b	and	63c
			2
		1	2	No — Skip to item	64
									$ Bil. Mil. Thous. Dols.
									1
63b	Enter the cost of goods purchased for resale without further processing during the fiscal year that ended								1
63b
	...................................................................................................................................................in calendar year 2012									000

		Close FY 2012		Close FY 2011
				(Unrestated)
(1)				(2)
		$ Bil. Mil. Thous. Dols. $ Bil. Mil. Thous. Dols.

		1		2

63c	Enter the closing balances at the end of fiscal years 2012 and 2011
	of the inventory of goods purchased for resale without further processing ............... 1185		000		000

BEA USE ONLY

1189

FORM BE-12A (REV 3/2012)

Page 9

Part II – Financial and Operating Data of U.S. Afﬁliate – Continued

Section F — BALANCE SHEET

NOTE — Disaggregate all balance sheet items in the detail shown. Insurance companies	Close FY 2012	Close FY 2011
see page 38, V.A., for special instructions.	Close FY 2012	Close FY 2011
see page 38, V.A., for special instructions.		(Unrestated)
		(Unrestated)
	(1)	(2)

ASSETS

64Cash items — Deposits in financial institutions and other cash items. Do NOT include overdrafts as negative cash.............................................................................................................

65Inventories — Land development companies, exclude land held for resale (include in item 68 ); finance and insurance companies, exclude inventories of marketable securities (include in item 68 ) ..........................................................................................

66Equity investment in unconsolidated U.S. and foreign business enterprises —

Include all ownership in unconsolidated business enterprises using the equity method. NOTE: Include ALL foreign affiliates using the equity method (even if majority owned)....

67Property, plant, and equipment, net — Include land, timber, mineral rights, structures, machinery, equipment, special tools, deposit containers, construction in progress, and capitalized tangible and intangible exploration and development costs of the affiliate, at historical cost net of accumulated depreciation, depletion, and amortization. Include items on capital leases from others, per FASB ASC 840 (formerly FAS 13), and property you own that you lease to others under operating leases. Exclude all other types of intangible assets, and land held for resale. (An unincorporated affiliate should include items owned by its foreign parent but which are in the affiliate’s possession in the United States whether or not carried on the affiliate’s own books or records.)............

68Other assets — Include all other assets not included above ...........................................

69Total assets — Sum of items 64 through 68 ..........................................................................

LIABILITIES

70 TOTAL LIABILITIES..........................................................................................................

$ Bil. Mil. Thous. Dols. $ Bil. Mil. Thous. Dols.

1		2
2101	000	000
1		2
2104	000	000
1		2
2106	000	000
1		2

2107	000	000
1		2
2110	000	000
1		2
2109	000	000

1		2
2114	000	000

71Has fair value accounting been applied to, or elected for, any asset or liability items included in the amounts reported on the balance sheet above?

2112 1 1 Yes — Report the total amount of the fair value assets

and liabilities in the space provided below.

2 No — Skip to item 72

Of the property, plant, and equipment reported in item 67 ,

what amount was reported using fair value accounting? ...................................................

Of the total assets reported in item 69 , what amount was

reported using fair value accounting?................................................................................

Of the total liabilities reported in item 70 , what amount was

reported using fair value accounting?................................................................................

BANKING INDUSTRY ACTIVITIES

Close FY 2012	Close FY 2011
	(Unrestated)
(1)	(2)
$ Bil. Mil. Thous. Dols. $ Bil. Mil. Thous. Dols.
1	2

2115	000	000
	1	2
2123	000	000
	1	2
2597	000	000

72Of the total sales and gross operating revenues reported in item 41 , column 2, were any of the sales or revenues generated by depository or non-depository banking activities (industry codes 5221 or 5229)?

2113	1	1	Yes — Report the U.S. affiliate’s values for the following			Banking activities
		1	Yes — Report the U.S. affiliate’s values for the following			Banking activities
	1		No — Skip to item			in industry codes
		2		73		in industry codes
					Total	5221 or 5229	All other


					(1)	(2)	(3)
					$ Bil. Mil. Thous.	Dols. $ Bil. Mil. Thous.	Dols. $ Bil. Mil. Thous. Dols.

Assets: Total of all assets reported in the balance sheet

above (column 1 total equals item 69 column 1) .........

Liabilities: Total of all liabilities reported in the balance sheet

above (column 1 total equals item 70 column 1) .........

	1		2	3
2124	000		000	000
	1		2	3
2125		000	000	000
	1		2	3

Interest income: Column 1 total equals item	58		.............................	2126	000	000	000
					1	2	3
					000	000	000
Interest expense: Column 1 total equals item		59		........................... 2127

FORM BE-12A (REV 3/2012)

Page 10

Part II – Financial and Operating Data of U.S. Afﬁliate – Continued

Section F — BALANCE SHEET — Continued

OWNERS’ EQUITY

73Capital stock and additional paid-in capital — Common and preferred, voting and non-voting capital stock and additional paid-in capital.......................................................

74Retained earnings (deficit)..............................................................................................

75Treasury stock .................................................................................................................

	Close FY 2012				Close FY 2011
					(Unrestated)
	(1)				(2)
	$ Bil. Mil. Thous. Dols. $ Bil. Mil. Thous. Dols.
	1			2
2116			000			000
	1			2
2117			000			000
2118	1(	)	000	2(	)	000

	Accumulated other						Close FY 2012		Close FY 2011
	comprehensive income (loss)								(Unrestated)
	comprehensive income (loss)						(1)		(2)
							(1)		(2)
							$ Bil. Mil. Thous. Dols. $ Bil. Mil. Thous. Dols.
							1		2
										000
76a	Translation adjustment					2122		000		000
							1		2
										000
76b	All other components					2128		000		000

									1			2

76c	Total accumulated other comprehensive income (loss) —
76c	Total accumulated other comprehensive income (loss) —
												000
	Equals sum of	76a	and	76b	...............................................................................................				2129		000	000
									1			2

77Other — Include noncontrolling interest per FASB ASC 810 (formerly FAS 160). Specify major items

78Total owners’ equity — Sum of items 73 , 74 , 75 , 76c and 77 for incorporated U.S. affiliates and those unincorporated U.S. affiliates for which this breakdown is available. For those unincorporated U.S. affiliates that cannot provide a breakdown for items 73 through 77 , report total owners’ equity in this item. For both incorporated and unincorporated U.S. affiliates, total owners’ equity must equal item 69 (total assets) minus item 70 (total liabilities) .............................................................

2119	000	000
1		2

2120

000

Section G — CHANGE IN RETAINED EARNINGS (DEFICIT) — If retained earnings (deficit) is not shown as a separate account, show change in total owners’ equity.

79	Balance, close FY ended in 2011, before restatement due to a change in the entity (e.g., due to mergers,				$ Bil. Mil. Thous. Dols.
	acquisitions, divestitures, etc.) or due to a change in accounting methods or principles, if any — Enter				$ Bil. Mil. Thous. Dols.

					1
	amount from item	74	, column 2; if retained earnings (deficit) is not shown as a separate account, enter		1
	amount from item	74
					000
	amount from item	78	, column 2	2211	000
					1

80Increase (decrease) due to restatement of FY 2011 closing balance. — Specify reason(s) for change

FY 2011 closing balance as restated — Item 79 plus item 80 ............................................................................

Net income (loss) — Enter amount from item 51 ....................................................................................................

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 ........................

Other increases (decreases) in retained earnings (deficit), including stock or liquidating dividends, or in total owners’ equity if retained earnings (deficit) is not shown as a separate account, including capital contributions (return of capital). — Specify

2212

2213

2214

2215

000

85FY 2012 closing balance — Sum of items 81 , 82 , and 84 minus item 83 ; also must equal item 74 , column 1, if retained earnings (deficit) is shown as a separate account, or item 78 , column 1, if retained earnings (deficit) is not shown as a separate account................................................................................................

2217

2218

000

FORM BE-12A (REV 3/2012)

Page 11

Part II – Financial and Operating Data of U.S. Afﬁliate – Continued

Section H — LAND AND OTHER PROPERTY, PLANT, AND EQUIPMENT

Include all land and other property, plant, and equipment carried anywhere on the U.S. affiliate’s balance sheet, whether or not with the intent of holding and actively using the asset in the operating activity of the business. Land refers to any part of the earth’s surface, including land being leased from others under capital leases. Other property, plant, and equipment includes: timber, mineral and like rights owned; all structures, machinery, equipment, special tools, and other depreciable property; construction in progress; capitalized tangible and intangible exploration and development costs; and the capitalized value of timber, mineral, and like rights leased by the affiliate from others under capital leases. On the balance sheet these items may be carried in property, plant, and equipment (item 67 ) or in other assets (item 68 ).

Exclude items that the affiliate has sold on a capital lease basis.

CHANGE FROM FY 2011 CLOSING BALANCES TO FY 2012 CLOSING BALANCES	$ Bil. Mil. Thous. Dols.
	1

86Net book value of all land and other property, plant, and equipment at close of FY 2011 wherever carried

on the balance sheet, before restatement due to a change in entity

2386

000

CHANGES DURING FY 2012

						1
87	Give amount by which the net book value in item		86		would be restated due to:
฀	•฀฀Change฀in฀entity฀(i.e., due to the acquisition of, or merger with, another company, or the divestiture of a
	subsidiary, change in fiscal year, etc.)
฀	•฀฀Change฀in฀accounting฀methods฀or฀principles
	If a decrease, put amount in parentheses	2387				000
						1
EXPENDITURES — Include all purchases by, or transfers to, the U.S. affiliate of land and other property, plant, and
equipment. Exclude all changes caused by a change in the entity or by a change in accounting methods or
principles during FY 2012 (include such changes in item
principles during FY 2012 (include such changes in item		87		).

Expenditures by the U.S. affiliate for, or transfers into the U.S. affiliate of,

88Land — Report expenditures for land except land held for resale.

Report land held for sale in item	93	...................................................................................................................... 2388	000
			1

89Mineral rights, including timber — Report capitalized expenditures to acquire mineral and timber rights. Exclude capitalized expenditures for the exploration and development of natural resources. Include those

in item	90	............................................................................................................................................................... 2389	000
			1

90Property, plant, and equipment other than land and mineral rights (Exclude changes due to mergers and

				000
acquisitions. Report them in item	87	.)	2390	000
				1

91Depreciation

92Depletion .......................................................................................................................................................................................................................................................................................................................................

2392

2393

000

93Net book value of sales, retirements, impairments, or transfers out of assets defined for inclusion in this section, and other decreases (increases) — INCLUDE expenditures for land held for sale. EXCLUDE amounts

		relating to the divestiture of U.S. affiliates. Report such amounts in item									87	...............................................................	2394	000
BALANCES AT CLOSE OF FY 2012

														1
	94	Net book value of land and other property, plant, and equipment at close of FY 2012 —												1
	94
														000
		Sum of items	86	through	90	, minus sum of items	91	through	93	..........................................................................			2395	000
														1
														000
	95	Accumulated depreciation and depletion											2396	000
														1

96Gross book value of all land and other property, plant, and equipment at close of FY 2012, wherever

carried on the balance sheet — Sum of items

and

.......................................................................................... 2397

000

ADDENDA

97Gross book value of land owned — The portion of item 96 that is the gross book value of land owned. Include undeveloped and agricultural land, and also the value of land you own that is located under developed properties such as office buildings, apartment buildings, retail buildings, etc. If your accounting and reporting systems do not separately account for land and building components when buildings sit upon land that you own, provide your best

estimate of the gross book value of the land owned

2356

98Expensed petroleum and mining exploration and development expenditures — Include expensed expenditures to acquire or lease mineral rights. EXCLUDE expenditures that are capitalized and expenditures made in prior years that are reclassified in the current year; such expenditures are considered to be expenditures only in the year when

initially expended

2398

BEA USE ONLY

2399

000

FORM BE-12A (REV 3/2012)

Page 12

Part II – Financial and Operating Data of U.S. Afﬁliate – Continued

Section I — RESEARCH AND DEVELOPMENT

Research and development (R&D) expenditures – Include all costs incurred in performing R&D, including depreciation, amortization, wages and salaries, taxes, materials and supplies, overhead — whether or not allocated to others — and all other indirect costs.

See instructions 99 –106 on page 38 for more details of what to include.

NOTE — Items 99 through 104 pertain to R&D performed by the U.S. affiliate, including R&D performed by the U.S. affiliate for others under contract.

$ Bil. Mil. Thous. Dols.

99R&D performed BY the U.S. affiliate, total — Sum of items 100 through 104 . EXCLUDE the cost of R&D

	funded by the U.S. affiliate but performed by others. Report such R&D costs in item 105	2403
	Funded (or reimbursed) by:
100	U.S. affiliate itself	2405
101	Federal Government (i.e., federally financed R&D)	2406
102	Affiliated foreign group. See the example below for an illustration of affiliated foreign group	2411

103Foreign affiliates owned by this U.S. affiliate. See item 7 for a diagram that illustrates

	foreign affiliates owned by this U.S. affiliate	2412
104	Others under contract	2407
105	R&D performed FOR the U.S. affiliate by others on a contractual basis	2408

106R&D employees — Report the number of employees engaged in R&D in the United States (including the District of Columbia, Puerto Rico, and all territories and possessions of the United States) during the fiscal year that ended in calendar year 2012.

R&D employees are scientists, engineers, and other professional and technical employees, including managers, engaged in scientific or engineering R&D work, at a level that requires knowledge of physical, social, or life sciences, engineering, mathematics, statistics, or computer science at least equivalent to that acquired through completion

of a four-year college course with a major in one of these fields (i.e., training may be either formal or by experience) ..... 2409

000

Number of

R&D Employees

BEA USE ONLY

2410

EXAMPLE OF AFFILIATED FOREIGN GROUP

Foreign United States

Affiliated foreign group

Foreign company X

>50 percent			>50 percent


Foreign parent			Foreign company Y

>50 percent

Foreign company Z

10 to 100 percent

U.S. afﬁliate

Affiliated foreign group means (i) the foreign parent, (ii) any foreign person, proceeding up the foreign parent’s ownership chain, which owns more than 50 percent of the person below it, up to and including that person which is not owned more than 50 percent by another foreign person, and (iii) any foreign person, proceeding down the ownership chain(s) of each of these members, which is owned more than 50 percent by the person above it. (“Person” is used in the broad legal sense and includes companies.)

FORM BE-12A (REV 3/2012)

Page 13

INCLUDE:

• Capital goods (e.g., manufacturing equipment used to produce goods for sale).

• Consigned goods — Include when shipped or received even though they are not normally recorded as sales or purchases, or entered into intercompany accounts when initially consigned.

• Electricity, water, and natural gas — Report ONLY the value of the product (electricity, water, and natural gas). DO NOT report the service value (transmission and distribution).

• General use computer software — Include packaged general use computer software at full transaction value (including both the value of the media on which the software is recorded and the value of the information contained on the media).

Part II – Financial and Operating Data of U.S. Afﬁliate – Continued

Section J — U.S. TRADE IN GOODS BY U.S. AFFILIATE ON A SHIPPED BASIS

Report the value of goods exported and imported by the U.S. affiliate during the fiscal year that ended in calendar year 2012.

•฀฀Report on a SHIPPED basis, rather than a CHARGED basis. The shipped basis tracks at the physical movement of goods. However, U.S. affiliates normally keep their accounting records on a “charged basis,” which may not reflect the physical movement of goods. The “charged” basis may be used if there is no material difference between it and the “shipped” basis. However, if there is a material difference, the “shipped” basis must be used or adjustments must be made to the “charged” basis data to approximate a “shipped” basis. Additional instructions regarding shipped basis are available on page 38.

•Timing — Only include goods actually shipped during FY 2012 regardless of when the goods were charged or consigned.

•f.a.s. valuation — Value goods f.a.s. (free alongside ship) at the port of exit.

•฀฀INCLUDE฀costs฀incurred฀up฀to฀the฀point฀of฀loading฀the฀goods฀aboard฀the฀export฀carrier฀at฀the฀port฀of฀exit,฀including฀the฀selling฀price฀at฀the฀interior฀ point of shipment (or cost if not sold), packaging cost, and inland freight and insurance.

•฀฀EXCLUDE฀all฀subsequent฀costs฀such฀as฀loading฀costs,฀U.S.฀and฀foreign฀import฀duties,฀and฀freight฀and฀insurance฀from฀the฀port฀of฀exit฀to฀the฀port฀of฀entry.

EXCLUDE:

• Services

• In-transit goods — These are goods that are en route from one foreign country to another via the United States (such as from Canada to Mexico via the United States), and goods en route from one part of the United States to another part via a foreign country (such as from Alaska to Washington State via Canada).

•฀฀฀Ships, planes, railroad rolling stock, and trucks that were temporarily outside the United States transporting people or merchandise.

•฀฀฀Customized software designed to meet the needs of a specific user. This type of software is considered a service and should not be reported as trade in goods.

•฀฀Software transmitted electronically rather than physically shipped.

• Goods shipped by an independent carrier or a freight forwarder to or •฀฀

from the United States at the expense of a U.S. affiliate are, respectively, imports or exports of the U.S. affiliate.

Negotiated licensing fees for software to use on networks.

107Exports of U.S. affiliate to foreign persons

— Shipped by U.S. affiliate to foreign persons

(valued f.a.s. U.S. port)

2502

108Imports of U.S. affiliate from foreign persons — Sum of items 109 through 112 Shipped to U.S. affiliate by foreign persons

(valued f.a.s. foreign port)

2515

IMPORTS BY INTENDED USE:

109Capital equipment and other goods charged

by U.S. affiliate to its fixed asset accounts ... 2529

110Goods intended for further processing, assembly, or manufacture by this affiliate

before resale to others

2530

111.Goods for resale without further processing,

assembly, or manufacture by this affiliate

2528

112Other — Specify major items

	Shipped to (by) affiliated	Shipped to (by) foreign
TOTAL		affiliates owned by this U.S.	Shipped to
	foreign group(s).
Sum of columns 2		affiliate. (See illustration of	(by) all other
	(See illustration of affiliated
through 4		foreign affiliates owned by	foreign persons
	foreign group on page 13.)
		this U.S. affiliate on page 3)

(1)	(2)	(3)	(4)
$ Bil. Mil. Thous. Dols.	$ Bil. Mil. Thous. Dols.	$ Bil. Mil. Thous. Dols.	$ Bil. Mil. Thous. Dols.
1	2	3	4

000		000	000	000
1	2	3		4
000		000	000	000
1	2	3		4
000		000	000	000
1	2	3		4
000		000	000	000
1	2	3		4
000		000	000	000
1	2	3		4

2531

000

FORM BE-12A (REV 3/2012)

Page 14

Part II – Financial and Operating Data of U.S. Afﬁliate – Continued

EXPORTS OF GOODS BY U.S. AFFILIATE TO FOREIGN PERSONS BY COUNTRY OF ULTIMATE DESTINATION

Report exports of goods by the U.S. affiliate to each country of ultimate destination. The country of ultimate destination is the country where the goods are to be consumed, further processed, or manufactured, as known to the shipper at the time of exportation. If the shipper does not know the country of ultimate destination, credit the shipment to the last country to which the shipper knows that the goods will be shipped in the same form as exported.

113TOTAL must equal sum of items 114 through 135 .

	Also must equal amounts reported in item 107	2600
TO COUNTRY OF ULTIMATE DESTINATION —
Enter amounts for all individual countries to which
exports were $500 thousand or more.
114	Australia	2601
115	Brazil	2602
116	Canada	2603
117	China	2604
118	France	2605
119	Germany	2606
120	Hong Kong
		2607
121	Italy	2608
122	Japan	2609
123	Korea, Republic of	2610
124	Mexico	2611
125	Netherlands	2612
126	Singapore	2613
127	Switzerland	2614
128	United Kingdom	2615

EXPORTS — Shipped by U.S. afﬁliate to foreign persons (valued f.a.s. U.S. port)

										Shipped to foreign
										afﬁliates owned by this
	TOTAL									U.S. afﬁliate and all other
BEA USE	TOTAL				Shipped to afﬁliated foreign					foreign persons. Equals
BEA USE	Equals item	107	,		group(s). Equals item			107	,	item	107	, columns 3
ONLY	Equals item		,		group(s). Equals item				,	item		, columns 3
ONLY	column 1.				column 2.						plus 4.
	(1)				(2)					(3)
	$ Bil. Mil. Thous. Dols.				$ Bil. Mil. Thous. Dols.					$ Bil. Mil. Thous. Dols.
1	2				3					4
				000		000							000

1	2				3					4
601				000		000							000
1	2				3					4
202				000			000						000
1	2				3					4
100				000		000							000
1	2				3					4
650				000		000							000
1	2				3					4
307				000		000							000
1	2				3					4
308				000		000							000
1	2				3					4
611				000		000							000
1	2				3					4
314				000		000							000
1	2				3					4
614				000		000							000
1	2				3					4
626				000		000							000
1	2				3					4
213				000		000							000
1	2				3					4
319				000		000							000
1	2				3					4
625				000		000							000
1	2				3					4
325				000			000							000
1	2				3					4
327				000		000							000

Other individual countries to which exports were $500 thousand or more — Specify (Use supplemental sheets if necessary, to account for all such countries.)

129		2616

130		2617
130


131		2618

132	2619

133	2620

134	2621

135Exports to all other countries not listed or written in above for which exports to each

were LESS than $500 thousand ................................. 2698

1	2
1
1	2

1	2

1	2

1	2

1	2

1	2

709

3		4
000	000		000
3		4
000	000		000
3		4
000	000		000
3		4
000	000		000
3		4
000	000		000
3		4
000	000	000
3		4
000	000	000

FORM BE-12A (REV 3/2012)

Page 15

Part II – Financial and Operating Data of U.S. Afﬁliate – Continued

IMPORTS OF GOODS BY U.S. AFFILIATE FROM FOREIGN PERSONS BY COUNTRY OF ORIGIN

Report imports of goods by the U.S. afﬁliate from each country of origin. The country of origin is the country where the goods were grown, mined, or manufactured. If the country of origin cannot be determined, credit the transactions to the country from which the goods were shipped.

136TOTAL must equal sum of items 137 through 158 .

	Also must equal amounts reported in item 108	2800
FROM COUNTRY OF ORIGIN —
Enter amounts for all individual countries from which
imports were $500 thousand or more.
137	Australia	2801
138	Brazil	2802
139	Canada	2803
140	China	2804
141	France	2805
142	Germany	2806
143	Hong Kong	2807
144	Italy	2808
145	Japan	2809
146	Korea, Republic of	2810
147	Mexico	2811
148	Netherlands	2812
149	Singapore	2813
150	Switzerland	2814
151	United Kingdom	2815

IMPORTS — Shipped to U.S. afﬁliate by foreign persons (valued f.a.s. foreign port)

									Shipped by foreign
									afﬁliates owned by this
	TOTAL				Shipped by afﬁliated				U.S. afﬁliate and all other
	TOTAL				Shipped by afﬁliated				foreign	persons. Equals
BEA USE	Equals item		,		foreign group(s). Equals					persons. Equals
		108
		108							item	108	columns 3
ONLY	column 1.				item		column 2.
						108
						108				plus 4.
	(1)				(2)					plus 4.
	(1)				(2)				(3)
									(3)
	$ Bil. Mil. Thous. Dols.				$ Bil. Mil. Thous. Dols.				$ Bil. Mil. Thous. Dols.
1	2				3				4
				000				000				000

1	2				3				4
601				000				000				000
1	2				3				4
202				000				000				000
1	2				3				4
100				000				000				000
1	2				3				4
650				000				000				000
1	2				3				4
307				000				000				000
1	2				3				4
308				000				000				000
1	2				3				4
611				000				000				000
1	2				3				4
314				000				000				000
1	2				3				4
614				000				000				000
1	2				3				4
626				000				000				000
1	2				3				4
213				000				000				000
1	2				3				4
319				000				000				000
1	2				3				4
625				000				000				000
1	2				3				4
325				000				000					000
1	2				3				4
327				000				000				000

Other individual countries for which imports were $500 thousand or more — Specify (Use supplemental sheets if necessary, to account for all such countries.)


152		2816
		2816

153		2817

154		2818

155	2819

156	2820

157	2821
	2821

158Imports from all other countries not listed or written in above for which imports from each

were LESS than $500 thousand ................................. 2898

1	2
1
1	2

1	2

1	2

1	2

1	2

1	2

709

3		4
000	000		000
3		4
000	000		000
3		4
000	000		000
3		4
000	000		000
3		4
000	000		000
3		4
000	000	000
3		4
000	000	000

FORM BE-12A (REV 3/2012)

Page 16

Part II – Financial and Operating Data of U.S. Afﬁliate – Continued

Section K — EMPLOYMENT BY LOCATION

Include in this schedule only employees of those U.S. business enterprises that are fully consolidated into the reporting U.S. affiliate. Do not consolidate or include employees of foreign business enterprises or operations, whether incorporated or unincorporated.

Location of employees is the U.S. state, territory, or possession in which the person is permanently employed.

The total number of employees reported in item 159 MUST equal the total number of employees reported in item 41 column 3.

Item 213 —U.S. offshore oil and gas sites: Report employment on offshore oil and gas sites located within U.S. claimed territorial waters but NOT located within the territorial waters of a specific state. Employment on offshore oil and gas sites located within the territorial waters of a specific state should be reported in that state. For offshore oil and gas sites located outside U.S. claimed territorial waters, see item 215c .

Item 215 — Foreign: Except as noted below, do not include employees located outside of the United States in item 215 or elsewhere in Section K.

a. Employees normally located in the United States who are on a temporary duty assignment outside of the country for one year or less should be reported in the U.S. state, territory, or possession where they are normally located.

b. Employees normally located in the United States who are on a duty assignment outside of the country for more than one year and carried on the payroll of the domestic U.S. affiliate should be reported in item 215 . Exclude these employees from the BE-12 report if they are carried on a foreign payroll.

c. Use item 215 line to report employment at oil and gas sites that

(1)are owned by the U.S. affiliate; (2) are located outside of U.S. claimed territorial waters; (3) are not incorporated in a foreign country;

(4)are not organized as a branch; and (5) do not otherwise have a physical presence in a foreign country as evidenced by plant and equipment or employees located in a foreign country.

		3
159	TOTAL	2700
		3
160	Alabama	2701
		3
161	Alaska	2702
		3
162	Arizona	2703
		3
163	Arkansas	2704
		3
164	California	2705
		3
165	Colorado	2706
		3
166	Connecticut	2707
		3
167	Delaware	2708
		3
168	Florida	2709
		3
169	Georgia	2710
		3
170	Hawaii	2711
		3
171	Idaho	2712
		3
172	Illinois	2713
		3
173	Indiana	2714
		3
174	Iowa	2715
		3
175	Kansas	2716
		3
176	Kentucky	2717
		3
177	Louisiana	2718
		3
178	Maine	2719
		3
179	Maryland	2720
		3
180	Massachusetts	2721
		3
181	Michigan	2722
		3
182	Minnesota	2723
		3
183	Mississippi	2724
		3
184	Missouri	2725
		3
185	Montana	2726
		3
186	Nebraska	2727
		3
187	Nevada	2728
		3
188	New Hampshire	2729
		3
189	New Jersey	2730
		3
190	New Mexico	2731

Number of employees at the end of FY 2012

191	New York	2732
192	North Carolina	2733
193	North Dakota	2734
194	Ohio	2735
195	Oklahoma	2736
196	Oregon	2737
197	Pennsylvania	2738
198	Rhode Island	2739
199	South Carolina	2740
200	South Dakota	2741
201	Tennessee	2742
202	Texas	2743
203	Utah	2744
204	Vermont	2745
205	Virginia	2746
206	Washington	2747
207	West Virginia	2748
208	Wisconsin	2749
209	Wyoming	2750
210	District of Columbia	2751
211	Puerto Rico	2752
212	Virgin Islands	2753

213U.S. offshore oil and gas sites –

See instruction 213 above	2756
214 Other U.S. areas –
includes Guam, American
Samoa, and all other
territories and possessions
not separately listed	2754

215Foreign – See instruction

215 above

2758

Number of employees at the end of FY 2012

FORM BE-12A (REV 3/2012)

Page 17

Part III – Investment and Transactions Between U.S. Afﬁliate and Afﬁliated Foreign Group

Name of U.S. business enterprise shown on page 1 of this BE-12A

Instructions for Part III – Prepare a separate Part III to report each ownership interest held by a foreign parent, at anytime during the fiscal year that ended in calendar year 2012, in the U.S. affiliate named on page 1 of this BE-12. Such ownership interests are reported on page 4 (and, if applicable, continued on a separate sheet). If a foreign parent held both direct and indirect ownership interests in this U.S. affiliate, prepare one Part III to report the direct interest and a separate Part III to report the indirect interest. A Part III must also be prepared for foreign parent ownership interests disposed of during the year.

Use this Part III to report the foreign parent with the largest voting interest at year-end. Use photocopies of this Part III to report all additional direct and indirect voting interests, if any, held by foreign parents in this U.S. affiliate.

If more than one Part III is filed, do not duplicate positions in, or transactions with, the U.S. affiliate.

Section A – IDENTIFICATION OF FOREIGN PARENT AND ULTIMATE BENEFICIAL OWNER (UBO)

216 Number of Parts III filed by the U.S. affiliate – If there is only one, enter “1.”

3010

217What is the name of the foreign parent being reported in this Part III?

3011

BEA USE ONLY Control number

−

218

3012 1

3013 1

For the foreign parent named in item 217 , this Part III is being used to report – Mark (X) one

A direct ownership interest in the U.S. affiliate (as reported in item 12 ). See example 1 on page 19 for an illustration of a direct ownership interest.

An indirect ownership interest in the U.S. affiliate (as reported in item 13 ). See example 2 on page 19 for an illustration of an indirect ownership interest.

219	If item	218	is marked direct–		Close FY 2012	Close FY 2011
	Give percent of –				(1)	(2)
					(1)	(2)

					1	2
	a. Voting interest owned			3014	— — — . — %	— — — . — %
					1	2
	b. Equity interest owned			3015	— — — . — %	— — — . — %

“Voting interest” and “equity interest” are deﬁned in instruction 12–16 starting on page 36. If the U.S. afﬁliate is a partnership or Limited Liability Company also see instructions 6.b. and 6.c. on page 36.

NOTE – Ownership percentages reported in item 219 must match those reported in item 12 for the foreign parent listed in item 217 .

220Country in which foreign parent named in item 217 –

a.is incorporated or organized, if a business enterprise, or is a resident, if an individual. See instruction V.G.

on page 40 ................................................

b.is located, if a business enterprise and the country is different from that

in item 220a ..............................................

221Enter the industry code of the foreign parent named in item 217 , from the list of codes on page 19 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...........................................................................................................................

BEA USE ONLY

3016

3017

3018

FORM BE-12A (REV 3/2012)

Page 18

Part III – Investment and Transactions Between U.S. Afﬁliate and Afﬁliated Foreign Group – 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, 2012.

01Government and government-owned or

-sponsored enterprise, or quasi-government organization or agency

02Pension fund — Government run

03Pension fund — Privately run

04Estate, trust, or nonprofit organization

05Individual

Private business enterprise, investment organization, or group engaged in:

06Insurance (ISI codes 5242, 5243, 5249)

07Agriculture, forestry, fishing and hunting (ISI codes 1110–1140)

08Mining (ISI codes 2111–2127)

09Construction (ISI codes 2360–2380)

10Transportation and warehousing (ISI codes 4810– 4939)

11Utilities (ISI codes 2211–2213)

12Wholesale and retail trade (ISI codes 4231–4540)

13Banking, including bank holding companies (ISI codes 5221 and 5229)

14Holding companies, excluding bank holding companies (ISI codes 5512 and 5513)

15Other finance (ISI codes 5223, 5224, 5231, 5238, that part of ISI code 5252 that is not estates and trusts, and ISI code 5331)

16Real estate (ISI code 5310)

17Information (ISI codes 5111–5191)

18Professional, scientific, and technical services (ISI codes 5411–5419)

19Other services (ISI codes 1150, 2132, 2133, 5321, 5329, and 5611–8130)

Manufacturing, including fabricating, assembling, and processing of goods:

20Food (ISI codes 3111–3119)

21Beverages and tobacco products (ISI codes 3121 and 3122)

22Pharmaceuticals and medicine (ISI code 3254)

23Other chemicals (ISI codes 3251–3259, except 3254)

24Nonmetallic mineral products (ISI codes 3271–3279)

25Primary and fabricated metal products (ISI codes 3311–3329)

26Computer and electronic products (ISI codes 3341–3346)

27Machinery (ISI codes 3331–3339)

28Electrical equipment, appliances and components (ISI codes 3351–3359)

29Motor vehicles and parts (ISI codes 3361–3363)

30Other transportation equipment (ISI codes 3364–3369)

31Other manufacturing (ISI codes 3130–3231, 3261, 3262, 3370–3399)

32Petroleum manufacturing, including integrated petroleum and petroleum refining without extraction (ISI codes 3242–3244)

EXAMPLES OF DIRECT AND INDIRECT FOREIGN OWNERSHIP

Example 1. Ownership held directly by a foreign parent

Example 2. Ownership held directly by all U.S. afﬁliates of the foreign parent(s)

Foreign company Y is the foreign parent because it is the ﬁrst owner located outside the U.S. in a chain of ownership that owns 10 percent or more of the U.S. afﬁliate.

Foreign

United States

Foreign company X

Foreign company Y

(foreign parent)

10 to 100 percent

U.S. afﬁliate

Foreign

United States

U.S. afﬁliate B is indirectly owned by the foreign parent through U.S. afﬁliate A. U.S. afﬁliate A has a direct ownership interest in U.S. afﬁliate B.

Foreign parent

10 to 100 percent

U.S. afﬁliate A

U.S. afﬁliate B

FORM BE-12A (REV 3/2012)

Page 19

Part III – Investment and Transactions Between U.S. Afﬁliate and Afﬁliated Foreign Group – Continued

Section A – IDENTIFICATION OF FOREIGN PARENT AND ULTIMATE BENEFICIAL OWNER (UBO) – Continued

Furnish the name, country, and industry code of the UBO. The UBO is that person or entity, proceeding up the ownership chain beginning with and including the foreign parent, that is not more than 50 percent owned or controlled by another person or entity. See instruction II.O. on page 34 for the complete definition of UBO.

NOTE: See the diagrams at the bottom of this page for examples of the UBO.

222Is the foreign parent named in item 217 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.

3019 1

Yes – (example 1 below) – Skip to 225

No – (examples 2A and 2B below) – Continue with item 223

223Enter the name of the UBO of the foreign parent. If the UBO is an individual, or an associated group of individuals, enter “individual.” See instruction II.D. on page 33 for the definition of associated group. Identifying the UBO as “bearer shares” is not an acceptable response.

3021 0

224Enter country in which the UBO is incorporated or organized, if a business enterprise, or is resident, if an

individual or government. For individuals, see instruction V.G. on page 40.	BEA USE ONLY

3022

225Enter the industry code of the UBO from the list of codes on page 19. Select the industry code that best reflects the consolidated worldwide sales of the UBO, including all of its majority-owned subsidiaries.

3023 1

DO NOT USE CODE 14 UNLESS YOU RECEIVE PERMISSION FROM BEA.

Code “14” (holding company) is normally NOT a valid UBO industry code.

EXAMPLES OF THE ULTIMATE BENEFICIAL OWNER (UBO)

Example 1 – The UBO and foreign parent are the same

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.

Foreign

United States

Foreign company X

1 to 50 percent

Foreign parent = UBO

U.S. afﬁliate

Examples 2A and 2B – The foreign parent is NOT the UBO

A. The UBO is a foreign person or entity

B. The UBO is a U.S. person or entity

Foreign company 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

Foreign company X

(UBO)

>50 Percent

Foreign company Z is the foreign parent of the U.S. afﬁliate. U.S. company C is the UBO.

parent is more than 50 percent owned or controlled by another person or entity.

Foreign

United States

Foreign company Y (foreign parent)

U.S. afﬁliate

Foreign

United States

Foreign company Z (Foreign Parent)

>50 Percent

U.S. company C		U.S. afﬁliate
(UBO)
(UBO)

FORM BE-12A (REV 3/2012)

Page 20

Part III – Investment and Transactions Between U.S. Afﬁliate and Afﬁliated Foreign Group – Continued

NOTE: Amounts reported in Sections B, C, D, and E must be for the fully consolidated U.S. affiliate. The consolidation rules begin on page 34.

226Copy your answer from item 218 to the appropriate box below and follow the applicable instructions.

a.	1
		A direct interest – Continue with item		227		. Do not duplicate data reported on other Parts III.
	1
b.	1
		An indirect interest – Skip to item	233		. Do not duplicate data reported on other Parts III.
	2

INSTRUCTIONS FOR SECTION B

227e Report dividends as of the date they were declared or paid, GROSS of any U.S. tax withheld. Any subsequent settlement of dividends declared but not paid SHOULD NOT be reported a second time, but should be reflected only as a reduction in item 238 .

Exclude stock and liquidating dividends. Report liquidating dividends in item 228b .

227f Report gross amounts of earnings distributed by unincorporated U.S. affiliates, whether out of current or past earnings.

Section B – FOREIGN PARENT’S DIRECT EQUITY SHARE IN THE U.S. AFFILIATE, AS CONSOLIDATED
227 What is the foreign parent’s share of:
a. The U.S. affiliate’s net income (loss), after provision for income taxes?
Enter the foreign parent’s share of item 51	3085
b. Certain gains (losses) included in net income in item 227a ? Enter the foreign parent’s share of item 44	3086
c. U.S. Federal, State, and local income taxes on certain gains (losses) reported in 227b ?
Enter the portion of item 48 that is the income tax effect on the amount reported in item 227B	3087
d. Certain gains (losses) not included in net income in item 227a but taken to other comprehensive income?
Enter the foreign parent’s share of the CHANGE in item 76B of the balance sheet	3088
e. Dividends on common and preferred stock (gross of U.S. withholding taxes) excluding stock dividends?	3074
f. Earnings distributed by unincorporated U.S. affiliates?	3075
g. U.S. tax withheld on dividends (item 227e ) or on distributed earnings of unincorporated U.S. affiliate
(item 227f )?	3076

FY 2012

$ Bil. Mil. Thous. Dols.

000

BEA USE ONLY

3077

FORM BE-12A (REV 3/2012)

Page 21

Part III – Investment and Transactions Between U.S. Afﬁliate and Afﬁliated Foreign Group – Continued

INSTRUCTIONS FOR SECTION C

CHANGE IN FOREIGN PARENT’S DIRECT EQUITY IN THE U.S. AFFILIATE DURING FY 2012

Entries in Section C are necessary to identify the amount and cause of any changes in equity holdings by the foreign parent in the U.S. affiliate during the year.

Report the transaction (i.e., market) value of consideration given or received for increases or decreases in the foreign parent’s equity holdings in the U.S. affiliate.

228a Include:

•฀฀purchases฀of฀capital฀stock฀by฀the฀foreign฀parent฀from฀the฀U.S.฀affiliate;฀

•฀฀contributions฀of฀equity฀by฀the฀foreign฀parent฀that฀did฀not฀result฀from฀the฀issuance฀of฀stock฀to฀the฀foreign฀parent฀by฀the฀U.S.฀affiliate;฀฀

•฀฀capitalization฀of฀intercompany฀debt฀(report฀the฀amount฀of฀debt฀converted฀to฀equity฀as฀the฀transaction฀value฀of฀the฀equity฀increase฀in฀ item 228a ), and adjust the debt balance as appropriate in Section E item 238 ;

•฀฀unincorporated฀U.S.฀affiliates฀must฀report฀the฀foreign฀parent’s฀share฀of฀any฀increase฀in฀the฀U.S.฀affiliate’s฀equity฀(or฀home฀office฀account)฀ arising from its transactions with the foreign parent, excluding amounts reported in Section B and Section E.

Exclude changes caused by:

•฀฀carrying฀net฀income฀to฀the฀equity฀account;฀

•฀฀the฀effect฀of฀treasury฀stock฀transactions฀with฀persons฀other฀than฀the฀foreign฀parent;฀

•฀฀reorganizations฀in฀capital฀structure฀that฀do฀not฀affect฀total฀equity.฀฀

228b Include:

•฀฀sales฀of฀capital฀stock฀by฀the฀foreign฀parent฀to฀the฀U.S.฀affiliate;฀

•฀฀returns฀of฀contributed฀equity฀capital฀to฀the฀foreign฀parent฀not฀resulting฀in฀a฀reduction฀of฀issued฀stock;฀

•฀฀distributions฀to฀the฀foreign฀parent฀following฀total฀liquidation฀of฀the฀U.S.฀affiliate;฀฀

•฀ unincorporated฀U.S.฀affiliates฀must฀report฀the฀foreign฀parent’s฀share฀of฀any฀decrease฀in฀the฀U.S.฀affiliate’s฀equity฀(or฀home฀office฀account)฀ arising from its transactions with the foreign parent, excluding amounts reported in Section B and Section E.

Exclude changes caused by:

•฀฀carrying฀net฀losses฀to฀the฀equity฀account;฀

•฀฀payment฀of฀stock฀or฀cash฀dividends฀(other฀than฀liquidating฀dividends);฀

•฀฀the฀distribution฀of฀earnings฀during฀the฀period;฀฀

•฀฀the฀effect฀of฀treasury฀stock฀transactions฀with฀entities฀other฀than฀the฀foreign฀parent;฀

•฀฀reorganizations฀in฀capital฀structure฀that฀do฀not฀affect฀total฀equity.฀฀

FORM BE-12A (REV 3/2012)

Page 22

Part III – Investment and Transactions Between U.S. Afﬁliate and Afﬁliated Foreign Group – Continued

Section C – CHANGE IN FOREIGN PARENT’S DIRECT EQUITY IN THE U.S. AFFILIATE DURING FY 2012

For Transactions between the Foreign Parent and U.S. Afﬁliate

			$ Bil.	Mil. Thous. Dols.
228	What is the transaction value of the foreign parent’s:
		1
	a. Increase of equity in the U.S. affiliate?			000
		3065
			1
	b. Decrease of equity in the U.S. affiliate?	3066		000

For Transactions between the Foreign Parent and an Entity other than the U.S. Afﬁliate

229What is the transaction value of the ACQUISITION of an equity interest in the U.S. affiliate by the foreign parent: 1

a. From a U.S. entity other than the U.S. affiliate?	3067	000
		1
b. From all foreign entities?	3068	000

230 What is the transaction value of the SALE of an equity interest in the U.S. affiliate by the foreign parent:

														1
	a. To U.S. entities other than the U.S. affiliate?											3069		000
														1
	b. To all foreign entities?											3070		000

231	What is the total transaction value of the change in the foreign parent’s equity interest in the U.S. affiliate?
														1
	This item should equal the sum of items			228a	,	229a	, and	229b	MINUS the sum of items	228b	,	230a	,	1
	This item should equal the sum of items			228a	,	229a	, and	229b	MINUS the sum of items	228b	,	230a	,
														000
	and	230b	.....................................................................................................................................................................									3071		000

232For items 229 and 230 , what are the amounts by which the transactions values reported in those items:

a. Exceed the value carried on the books of the U.S. affiliate?
	3090
b. Are less than the value carried on the books of the U.S. affiliate?	3091

					For sale or termination
For acquisition						of operations

(	229a	&	229b	)	(	230a	&	230b	)
$ Bil. Mil. Thous. Dols. $ Bil. Mil. Thous. Dols.
1					2

000	000
1	2
000	000

BEA USE ONLY

3089

Section D – REVERSE OWNERSHIP

233Did the U.S. affiliate have a voting and/or equity interest in the foreign parent?

3092	1	1	Yes – Enter percent of ownership, to the tenth of one percent, and
		1
			the dollar value of the equity owned at the end of FY 2012
			the dollar value of the equity owned at the end of FY 2012
	1				3093
	1
		2	No – Continue with item	234

CLOSE FY 2012

Voting		Equity		Value of
Interest		Interest		equity owned
(1)	(2)		(3)
Percent		Percent		$ Bil. Mil. Thous. Dols.
1		2		3
1		2		3
___ ___ ___ . ___%		___ ___ ___ . ___%		000

FORM BE-12A (REV 3/2012)

Page 23

Part III – Investment and Transactions Between U.S. Afﬁliate and Afﬁliated Foreign Group – Continued

Section E – BALANCES AND INTEREST BETWEEN U.S. AFFILIATE, AS CONSOLIDATED, AND AFFILIATED FOREIGN GROUP

Items 234 through 237

These items are intended to assist banks and other types of finance companies to determine how to fill out Section E.

U.S. affiliates that also file Treasury International Capital (TIC) B Forms may not be required to complete items 238 through 241.

234Is the foreign parent listed in item 217 in the finance industry (includes banking; does not include insurance)?

3052	1
3052	1	1	Yes – Continue with item		235
		1	Yes – Continue with item		235
	1
	1	2	No – SKIP to item	238
		2	No – SKIP to item	238

235Is the U.S. affiliate a “bank” or primarily acting as a securities broker or dealer?

NOTE: A “bank” is a business engaged in deposit banking or closely related functions, including commercial banks, Edge Act corporations, U.S. branches and agencies of foreign banks, savings and loans, savings banks, bank holding companies and financial holding companies under the Gramm–Leach–Bliley Act.

3053	1	1
		1

Yes – Continue with item 236 No – SKIP to item 237

236Do any of the U.S. business enterprises consolidated in this report have insurance, real estate, or leasing activities?

3054	1
		1	Yes – Complete items	238	through	241	but ONLY report the amounts that relate to insurance, real estate, and leasing activities.

EXCLUDE amounts that represent balances and interest between banking and finance units in the United States and a foreign parent in the finance industry.

2	No – SKIP to the Supplement A on page 27.

237Do any of the U.S. business enterprises consolidated in this report have banking activities or securities broker or dealer activities?

3055	1		Yes – Complete items
		1		238	through	241	but EXCLUDE amounts that represent balances and interest between banking and finance units

in the United States and a foreign parent in the finance industry.

1	2	No – Continue with item 238

INSTRUCTIONS FOR ITEMS 238 THROUGH 241

Report all current and long-term intercompany accounts and interest between the U.S. affiliate and the affiliated foreign group in Section E.

Derivatives contracts – Exclude the value of outstanding financial derivatives contracts and any payments or receipts resulting from the settlement of those contracts. For example, the settlements of interest rate derivatives should NOT be reported as interest or as another type of transaction on this form. Derivatives contracts are covered by the Treasury International Capital (TIC) Form D, Report of Holdings of, and Transactions in, Financial Derivatives Contracts with Foreign Residents.

Capital leases – If leases between the U.S. affiliate and the affiliated foreign group are capitalized, then the outstanding capitalized value should be reported in columns 2 and 3, on pages 25 and 26, as an intercompany payable or receivable balance. Lease payments should be disaggregated into the amounts that are (i) a reduction in an intercompany payable or receivable balance and (ii) interest, to be reported in column 4 on pages 25 and 26.

EXAMPLE OF AFFILIATED FOREIGN GROUP

Foreign

United States

Affiliated foreign group

Foreign affiliate of foreign parent X

>50 percent				>50 percent


Foreign parent			Foreign affiliate of foreign parent Y

	>50 percent

		Foreign affiliate of foreign parent Z

10 to 100 percent

U.S. afﬁliate

FORM BE-12A (REV 3/2012)

Page 24

Part III – Investment and Transactions Between U.S. Afﬁliate and Afﬁliated Foreign Group – Continued

Section E – BALANCES AND INTEREST BETWEEN U.S. AFFILIATE, AS CONSOLIDATED, AND AFFILIATED FOREIGN GROUP – Continued

Note: Data reported in Section E must be for the fully consolidated U.S. affiliate. The consolidation rules begin on page 34.

•฀฀Do฀NOT฀net฀payables฀against฀receivables฀in฀columns฀1฀and฀2฀(receivable฀balances฀are฀reported฀on฀page฀26).

•฀฀Report฀interest฀paid,฀or฀credits฀directly฀to฀the฀foreign฀parent฀(FP)฀or฀foreign฀affiliate(s)฀of฀the฀foreign฀parent฀(FAFPs)฀during฀FY฀2012฀in฀column฀3.฀ Report amounts gross of withholding taxes. Do not net payments against receipts (interest receipts are reported on page 26).

238What were the short and long-term payable balances owed directly to, and interest payments made directly to the foreign parent named in item 217 ?

BEA USE

ONLY

		PAYABLE BALANCES				INTEREST PAID
	Close FY 2012			Close FY 2011
		(1)			(2)		(3)
$ Bil.	Mil.	Thous.	Dols. $ Bil.	Mil.	Thous.	Dols. $ Bil. Mil.	Thous. Dols.

Country of FP			FP Balances		Interest paid to FP
3056	1	2	3		4
	1	2	3		4
			000	000	000
				3106	1
				BEA USE ONLY

239Did the consolidated U.S. affiliate have accounts payable, or make interest payments to, foreign affiliates of the foreign parent (FAFPs)? See definition of FAFP and example on page 24.

4100 1 1

1 2

Yes – Report short and long-term payable balances and interest paid below.

No – Skip to item 240 .

Country of FAFP					FAFP payable balances				Interest paid to FAFP
	4101	1	2		3
	4101	1	2		3				4
A. Canada			100			000		000		000
	4102	1	2		3				4
B. United Kingdom			327			000		000		000
	4103	1	2		3				4
C. Netherlands			319			000		000		000
	4104	1	2		3				4
D. Japan			614			000		000		000
Other countries – Specify	4105	1	2		3				4
Other countries – Specify
E.						000		000		000
	4106	1	2		3				4
F.						000		000		000
	4107	1	2		3				4
G.						000		000		000
	4108	1	2		3				4
H.						000		000		000
	4109	1	2		3				4
I.						000		000		000
	4110	1	2		3				4
J.						000		000		000
	4111	1	2		3				4
K.						000		000		000
	4112	1	2		3				4
L.						000		000		000
	4113	1	2		3				4
M.						000		000		000
	4114	1	2		3				4
N.						000		000		000
	4115	1	2		3				4
O.						000		000		000
P. Unallocated – Sum of values for countries that	4116	1	2		3				4
P. Unallocated – Sum of values for countries that
individually amount to less than $2 million			709		000			000		000
	4149	1		2			3		4
Q. TOTALS – Sum of items A through P						000		000		000

FORM BE-12A (REV 3/2012)

Page 25

Part III – Investment and Transactions Between U.S. Afﬁliate and Afﬁliated Foreign Group – Continued

Section E – BALANCES AND INTEREST BETWEEN U.S. AFFILIATE, AS CONSOLIDATED, AND AFFILIATED FOREIGN GROUP – Continued

Note: Data reported in Section E must be for the fully consolidated U.S. affiliate. The consolidation rules begin on page 34.

•฀฀Do฀NOT฀net฀payables฀against฀receivables฀in฀columns฀1฀and฀2฀(payable฀balances฀are฀reported฀on฀page฀25)

•฀฀Report฀interest฀receipts,฀or฀credits฀directly฀from฀the฀foreign฀parent฀(FP)฀or฀foreign฀affiliate(s)฀of฀the฀foreign฀parent฀(FAFPs)฀during฀FY฀2012฀in฀ column 3. Report amounts gross of withholding taxes. Do not net receipts against payments (interest payments are reported on page 25).

240What were the short and long-term balances due directly from, and interest received directly from the foreign parent named in item 217 ?

BEA USE

ONLY

		RECEIVABLE BALANCES			INTEREST RECEIVED
	Close FY 2012		Close FY 2011
		(1)		(2)		(3)
$ Bil.	Mil.	Thous.	Dols. $ Bil. Mil.	Thous.	Dols. $ Bil. Mil.	Thous. Dols.

Country of FP			FP Balances		Interest received from FP
3057	1	2	3		4
			000	000	000
				3106	2
				BEA USE ONLY

241Did the consolidated U.S. affiliate have accounts receivable, or receive interest from, foreign affiliates of the foreign parent (FAFPs)? See definition of FAFP and example on page 24.

4100 2 1

2 2

Yes – Report short and long-term receivable balances and interest received below. No – Skip to the Supplement A on page 27.

Country of FAFP					FAFP receivable balances				Interest received from FAFP
	4150	1	2		3
	4150	1	2		3				4
A. Canada			100			000		000		000
	4151	1	2		3				4
B. United Kingdom			327			000		000		000
	4152	1	2		3				4
C. Netherlands			319			000		000		000
	4153	1	2		3				4
D. Japan			614			000		000		000
Other countries – Specify	4154	1	2		3				4
E.						000		000		000
	4155	1	2		3				4
F.						000		000		000
	4156	1	2		3				4
G.						000		000		000
	4157	1	2		3				4
H.						000		000		000
	4158	1	2		3				4
I.						000		000		000
	4159	1	2		3				4
J.						000		000		000
	4160	1	2		3				4
K.						000		000		000
	4161	1	2		3				4
L.						000		000		000
	4162	1	2		3				4
M.						000		000		000
	4163	1	2		3				4
N.						000		000		000
	4164	1	2		3				4
O.						000		000		000
P. Unallocated – Sum of values for countries that	4165	1	2		3				4
P. Unallocated – Sum of values for countries that
individually amount to less than $2 million			709		000			000		000
	4199	1		2			3		4
Q. TOTALS – Sum of items A through P						000		000		000

FORM BE-12A (REV 3/2012)

Page 26

FORM BE-12A (REV 3/2012)

Page 27

								OMB No. 0608-0042: Approval Expires 02/28/2015

FORM BE-12 Supplement A (2012)			U.S. DEPARTMENT OF COMMERCE				BEA USE ONLY		Page number
(REV. 3/2012)				BUREAU OF ECONOMIC ANALYSIS
		LIST OF ALL U.S. BUSINESS ENTERPRISES FULLY CONSOLIDATED INTO THE REPORTING U.S. AFFILIATE					Name of U.S. afﬁliate as shown on page 1

NOTE – If you ﬁled a Supplement A or a computer printout of Supplement A with your 2011 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.

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 enterprises must agree with
							Primary Employer Identiﬁcation Number as		5110	1			–
item 8 on page 3. Continue listing onto as many additional copied pages as necessary.							Primary Employer Identiﬁcation Number as		5110	1			–
							shown in item 3 on page 2.
			Employer Identiﬁcation Number				Name of U.S. business enterprise which holds					Percent of direct voting ownership
		Name of each U.S. business enterprise					Name of U.S. business enterprise which holds					that the entity named in column 3
							the direct ownership interest in the U.S. afﬁliate
				used to ﬁle income and
											holds in the entity named in column 1.
		consolidated (as represented in item 8 on page 3)					listed in column 1

						payroll taxes						– Enter percent to nearest tenth.
						payroll taxes						– Enter percent to nearest tenth.
		(1)		(2)			(3)					(4)

	1	2	3		–		4				5	.		%
5111					–
5111

	1	2	3		–		4				5	.		%
5112					–
5112

	1	2	3		–		4				5	.		%
5113					–
5113

	1	2	3		–		4				5	.		%
5114					–
5114

	1	2	3		–		4				5	.		%
5115					–
5115

	1	2	3		–		4				5	.		%
5116					–
5116

	1	2	3		–		4				5	.
5117					–									%
5117														%
	1	2	3		–		4				5
5118					–							.		%
5118												.		%

	1	2	3		–		4				5	.
5119					–									%
5119														%

5120	1	2	3		–		4				5	.		%
5120					–							.		%

	1	2	3		–		4				5	.		%
5121					–
5121

	1	2	3		–		4				5	.		%
5122					–
5122

	1	2	3		–		4				5	.		%
5123					–
5123

	1	2	3		–		4				5	.		%
5124					–
5124

	1	2	3		–		4				5	.		%
5125					–
5125

	1	2	3		–		4				5	.		%
5126					–
5126

5127	1	2	3		–		4				5	.		%
					–


	1	2	3		–		4				5	.		%
5128					–
5128

	1	2	3		–		4				5
5129					–							.		%
5129												.		%

	1	2	3		–		4				5			%
5130					–							.
5130												.

	1	2	3		–		4				5			%
5131					–							.
5131												.

	1	2	3		–		4				5
5132					–							.		%
5132												.		%

5133	1	2	3		–		4				5	.		%
5133					–							.		%

FORM BE-12A (REV 3/2012)

Page 28

OMB No. 0608-0042: Approval Expires 02/28/2015

BE-12 Supplement A (2012) – LIST OF ALL U.S. BUSINESS ENTERPRISES FULLY CONSOLIDATED INTO THE REPORTING U.S. AFFILIATE – Continued Page number


			Employer Identiﬁcation			Percent of direct voting ownership
	Name of each U.S. business enterprise		Employer Identiﬁcation		Name of U.S. business enterprise which holds	that the U.S. entity named in column
	Name of each U.S. business enterprise		Number used to ﬁle income		Name of U.S. business enterprise which holds	that the U.S. entity named in column
	consolidated (as represented in item 8		Number used to ﬁle income		the direct ownership interest in the U.S. business	3 holds in the U.S. entity named in
	consolidated (as represented in item 8			and payroll taxes	the direct ownership interest in the U.S. business	column 1. – Enter percent to
	on page 3)				enterprise listed in column 1	column 1. – Enter percent to
	on page 3)				enterprise listed in column 1	nearest tenth.
						nearest tenth.
	(1)		(2)		(3)	(4)

1	2	3		–	4	5
5134				–		.	%
5134						.	%

1	2	3		–	4	5
5135				–		.	%
5135						.	%

1	2	3		–	4	5
5136				–		.	%
5136						.	%

1	2	3		–	4	5
5137				–		.	%
5137						.	%

1	2	3		–	4	5	%
5138				–		.	%
5138

1	2	3		–	4	5
5139				–		.	%
5139						.	%

1	2	3		–	4	5
5140				–		.	%
5140

1	2	3		–	4	5
5141				–		.	%
5141						.	%

1	2	3		–	4	5
5142				–		.	%
5142						.	%
1	2	3		–	4	5
5143				–		.	%
5143						.	%

1	2	3		–	4	5
5144				–		.	%

1	2	3		–	4	5
5145				–		.	%
5145						.	%

1	2	3		–	4	5
5146				–		.	%
5146

1	2	3		–	4	5
5147				–		.	%
5147						.	%

1	2	3		–	4	5
5148				–		.	%
5148						.	%

1	2	3		–	4	5
5149				–		.	%
5149

1	2	3		–	4	5
5150				–		.	%
5150						.	%

1	2	3		–	4	5
5151				–		.	%

1	2	3		–	4	5
5152				–		.	%
5152

1	2	3		–	4	5
5153				–		.	%
5153

1	2	3		–	4	5
5154				–		.	%
5154						.	%

1	2	3		–	4	5
5155				–		.	%

1	2	3		–	4	5
5156				–		.	%
5156						.	%

1	2	3		–	4	5
5157				–		.	%

1	2	3		–	4	5
5158				–		.	%

1	2	3		–	4	5
5159				–		.	%

FORM BE-12A (REV 3/2012)

Page 29

OMB No. 0608-0042: Approval Expires 02/28/2015

FORM BE-12 Supplement B (2012)	U.S. DEPARTMENT OF COMMERCE	BEA USE ONLY	Page number
(REV. 3/2012)	BUREAU OF ECONOMIC ANALYSIS

LIST OF ALL U.S. AFFILIATES IN WHICH THE REPORTING AFFILIATE (AS CONSOLIDATED) HAS A DIRECT

Name of U.S. afﬁliate as shown on page 1

OWNERSHIP INTEREST BUT WHICH ARE NOT FULLY CONSOLIDATED

NOTE – If you ﬁled a Supplement B or a computer printout of Supplement B with your 2011 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.

Supplement B must be completed by a reporting afﬁliate which ﬁles a BE-12 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 9 on page 4. Continue listing onto as many additional copied pages as necessary.

								Percent of direct voting ownership
	Name of each U.S. afﬁliate in which a direct		Address	Has afﬁliate		Employer Identiﬁcation Number		interest that the fully consolidated
BEA USE ONLY		interest is held but that is not listed in	Address	been notiﬁed				U.S. business enterprise named on
BEA USE ONLY		interest is held but that is not listed in	Provide number, street, city, state,	been notiﬁed				U.S. business enterprise named on
		Supplement A	Provide number, street, city, state,	of obligation		used to ﬁle income and		page 1, holds in the entity named in
		Supplement A	and ZIP Code	of obligation			payroll taxes	column 1. – Enter percent to
				to ﬁle?				column 1. – Enter percent to
				to ﬁle?				nearest tenth.
								nearest tenth.
	(1)		(2)	(3)		(4)		(5)
1	2		3	4		5		6
				1	Yes
				1	Yes
6211				2	No		–	.	%
6211				2			–	.	%

1	2		3	4		5		6
				1	Yes
				1	Yes
				2	No		–
				2	No
6212								.		%

1	2		3	4		5		6
				1	Yes
				1	Yes
6213				2	No		–	.	%

1	2		3	4		5		6
				1	Yes
				1	Yes
6214				2	No		–	.	%
6214							–	.	%

1	2		3	4		5		6
				1	Yes
				1	Yes
6215				2	No		–	.	%
6215							–	.	%

1	2		3	4		5		6
				1	Yes
				1	Yes
6216				2	No		–	.	%

1	2		3	4		5		6
				1	Yes
				1	Yes
6217				2	No		–	.	%
					No



1	2		3	4		5		6
				1	Yes
				1	Yes
6218				2	No		–	.	%

1	2		3	4		5		6
				1	Yes
				1	Yes
				2	No		–	.	%
				2	No
6219

1	2		3	4		5		6
				1	Yes
				1	Yes
6220				2	No		–	.	%
6220				2			–	.	%

1	2		3	4		5		6
				1	Yes
				1	Yes
6221				2	No		–	.	%

Summary of Industry Classiﬁcations – For a full explanation of each code see www.bea.gov/naics2012

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 Bakeries 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 and ferroalloys

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 handtools

3323 Architectural and structural metals

3324 Boilers, tanks, and shipping containers

3325 Hardware

3326 Spring and wire products

3327 Machine shops; 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

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 vehicles 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, Non-Durable 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

5151 Radio and television broadcasting

5152 Cable and other subscription programming

5171 Wired telecommunications carriers

5172 Wireless telecommunications carriers, except satellite

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 Nondepository credit intermediation

5229 Nondepository 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 life insurance carriers

5249 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

FORM BE-12A (REV 3/2012)

Page 30

2012 BENCHMARK SURVEY OF FOREIGN DIRECT INVESTMENT IN THE UNITED STATES

BE-12A INSTRUCTIONS

NOTE: Instructions in section IV are cross referenced by number to the items located on pages 2 to 17.

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. Also, persons contacted by BEA concerning their being subject to reporting, either by sending them a report form or by written inquiry, must respond pursuant to section 801.3 of 15 CFR, Chapter VIII. This may be accomplished by completing and submitting Form BE-12A, BE-12B, BE-12C, or BE-12 Claim For Not Filing, whichever is applicable, by May 31, 2013.

Penalties – Whoever fails to report shall be subject to a civil penalty of not less than $2,500, and not more than $25,000, and to injunctive relief commanding such person to comply, or both. These civil penalties are subject to inﬂationary adjustments. Those adjustments are found in 15 CFR 6.4. Whoever willfully fails to report shall be ﬁned not more than $10,000 and, if an individual, may be imprisoned for not more than one year, or both. Any ofﬁcer, director, employee, or agent of any corporation who knowingly participates in such violations, upon conviction, may be punished by a like ﬁne, imprisonment or both (22 U.S.C. 3105).

Notwithstanding any other provision of the law, no person is required to respond to, nor shall any person be subject to a penalty for failure to comply with, a collection of information subject to the requirements of the Paperwork Reduction Act, unless that collection of information displays a currently valid OMB Control Number. The control number for this survey is at the top of page 1 of this form.

Respondent Burden – Public reporting burden for this BE-12A form is estimated to vary from 6.5 to 633 hours per response, with an average of 96 hours per response, including the time for reviewing instructions, searching existing data sources, gathering and maintaining the data needed, and completing and reviewing the collection of information. Send comments regarding this burden estimate or any other aspect of this collection of information, including suggestions for reducing this burden, to Director, Bureau of Economic Analysis (BE-1), U.S. Department of Commerce, Washington, DC 20230; 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.

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 2012.

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.

Foreign	Foreign person A

U.S.	↓ 100%
	U.S. afﬁliate B

100% directly owned by foreign person A

↓50%

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

A report is required even if the foreign person’s voting interest in the U.S. business enterprise was established or acquired during the reporting period.

Beneﬁcial, not record, ownership is the basis of the reporting criteria. Voting securities, voting stock, and voting interest all have the same general meaning and are used interchangeably throughout these instructions and the report forms.

Airline and ship operators – U.S. stations, ticket ofﬁces, and terminal and port facilities of foreign airlines and ship operators that provide services ONLY to the foreign airlines’ and ship operators’ own operation are not required to report. Reports are required when such enterprises produce signiﬁcant revenues from services provided to unafﬁliated persons.

Agencies and representative ofﬁces – U.S. representative ofﬁces, agents, and employees of a foreign person or entity that meet the criteria outlined below are not considered to be U.S. afﬁliates, and therefore, should not be reported on Forms BE-12A, BE-12B, or BE-12C. However, a foreign person’s or entity’s disbursements to maintain U.S. sales and representative ofﬁces must be reported on Form BE-125, Quarterly Survey of Transactions in Selected Services and Intangible Assets with Foreign Persons. Copies of Form BE-125 are available on the BEA Web site at: www.bea.gov/surveys/iussurv.htm

FORM BE-12A (REV 3/2012)

Page 31

I. REPORTING REQUIREMENTS – Continued

A U.S. presence of a foreign person or entity (or their representative(s)) is considered a U.S. sales promotion or representative ofﬁce if:

1.It is engaged only in sales promotion, representational activities, public relations activities, or the gathering of market information, on behalf of the foreign person or entity;

2.It does not produce revenue (other than funds from the foreign person or entity to cover its expenses).

3.It has minimal assets held either in its own name or in the name of the foreign person or entity.

A U.S. presence of a foreign person or entity (or their representative(s)) that produces revenue for its own account from goods or services it provides to others is considered a U.S. afﬁliate and is subject to the BE-12 reporting requirements.

1.Which form to ﬁle – Review the questions below and the ﬂow chart on this page to determine if your U.S. business enterprise is required to ﬁle the BE-12 survey. Blank forms can be found at: www.bea.gov/fdi

a.Were at least 10 percent of the voting rights in your business enterprise directly or indirectly owned by a foreign person or entity at the end of your ﬁscal year that ended in calendar year 2012?

¨Yes — Continue with question b.

¨No — File Form BE-12 Claim for Not Filing by May 31, 2013.

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 2012?

¨Yes — Continue with question c.

¨No — Skip to question d. NOTE: Your business is hereafter referred to as a “U.S. afﬁliate.”

c.Do different foreign persons hold a direct and an indirect ownership interest in this U.S. afﬁliate (exception c to the consolidation rules)? (The consolidation rules are found in instruction IV.2. starting on page 34.)

¨Yes — Continue with question d. NOTE: Your business is hereafter referred to as a “U.S. afﬁliate.”

¨No – This U.S. afﬁliate must be consolidated on the BE-12 report of the U.S. afﬁliate that owns it more than 50 percent. File the BE-12 Claim for Not Filing with page 1 and item (e) on page 3 completed by May 31, 2013, forward this survey packet to 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 2012?

¨Yes — Continue with question e.

¨No – File Form BE-12C by May 31, 2013.

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 2012? (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, 2013.

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 2012?

¨Yes — File Form BE-12A by May 31, 2013.

¨No — File Form BE-12B by May 31, 2013.

Which 2012 BE-12 Form to File?

At least 10 percent voting interest directly and/or indirectly owned by a foreign person?

Yes			No



More than 50 percent of the voting rights owned		File Form BE-12
by another U.S. afﬁliate at end of the ﬁscal year		File Form BE-12
by another U.S. afﬁliate at end of the ﬁscal year		Claim for Not Filing
	ending in calendar year 2012?	Claim for Not Filing
	ending in calendar year 2012?



	Yes	No

	Do different foreign persons hold a direct and
	indirect ownership interest in the U.S. afﬁliate
	(exception c to the consolidation rules found in
		instruction IV.2. on page 35)?



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

Majority-owned directly and/or

File Form

indirectly by foreign parents?

BE-12C

Yes

Assets, sales, or net

File Form

BE-12B

income (loss) greater

than $300 million?

Yes

File Form

BE-12A

BE-12B

FORM BE-12A (REV 3/2012)

Page 32

I. REPORTING REQUIREMENTS – Continued

2.Who must ﬁle Form BE-12A – 2012 Benchmark Survey of Foreign Direct Investment in the United States?

A Form BE-12A must be completed and ﬁled by May 31, 2013, by each U.S. business enterprise that was a U.S. afﬁliate of a foreign person at the end of its ﬁscal year that ended in calendar year 2012, if:

a.The ownership or control (both direct and indirect) by all foreign parents in the voting securities of an incorporated U.S. business enterprise (or an equivalent interest of an unincorporated U.S. business enterprise) at the end of the ﬁscal year that ended in calendar year 2012, was more than 50 percent (i.e., the voting securities, or equivalent interest were majority owned by foreign parents), and

b.On a fully consolidated, or, in the case of real estate investments, an aggregated basis, any one of the following three items – Total assets (do not net out liabilities), or Sales or gross operating revenues, excluding sales taxes, or Net income after provision for U.S. income taxes – for the U.S. afﬁliate (not just the foreign parent’s share) exceeded $300 million (positive or negative) at the end of, or for, its ﬁscal year that ended in calendar year 2012.

B.Aggregation of real estate investments – Aggregate all real estate investments of a foreign person for the purpose of applying the reporting criteria. Use a single report form to report the aggregate holdings, unless BEA has granted permission to do otherwise. Those holdings not aggregated must be reported separately. Real estate is discussed more fully in instruction V.C. on page 39.

C.Aggregated reporting for banks – All U.S. branches and agencies (including International Banking Facilities) directly owned by a foreign bank may be aggregated on a single BE-12.

U.S. branches and agencies, directly owned by the foreign parent, that are aggregated on this report should be counted separately and listed separately on the Supplement A to this form. See Example A below.

U.S. branches and agencies, owned by a U.S. bank afﬁliate, should be consolidated on this report but not counted separately and not listed separately on the Supplement A to this form. See Example B in the next column.

Note that subsequent ﬁlings of Form BE-15 annual reports and Form BE-605 quarterly reports with BEA, if required, must be on the same aggregated basis. If all U.S. branches and agencies directly owned by a foreign bank are not aggregated on a single report, then each branch or agency must ﬁle a separate BE-12.

Example B

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. DO NOT list them on the Supplement A. Report “1” as number of U.S. afﬁliates consolidated for item 8 on page 3.

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

Foreign

U.S.

Los Angeles

branch

Example A

Foreign parent

bank A

Miami

branch

New York City

branch

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

Data for all three branches (Miami, Los Angeles, and New York City) owned by foreign parent bank A may be aggregated on a single BE-12. If aggregated, list all three branches on the Supplement A. Report “3” as the number of U.S. branches aggregated for item 8 on page 3.

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.

FORM BE-12A (REV 3/2012)

Page 33

II.DEFINITIONS – Continued

K.U.S. afﬁliate means an afﬁliate located in the United States in which a foreign person has a direct investment.

1.Majority-owned U.S. afﬁliate means a U.S. afﬁliate in which the combined direct and indirect voting interest of all foreign parents of the U.S. afﬁliate exceeds 50 percent.

2.Minority-owned U.S. afﬁliate means a U.S. afﬁliate in which the combined direct and indirect voting interest of all foreign parents of the U.S. afﬁliate is 50 percent or less.

L.Foreign parent is a foreign person that directly or indirectly holds a voting interest of 10 percent or more in the U.S. afﬁliate. It is the ﬁrst person outside the United States in a foreign chain of ownership.

M.Afﬁliated foreign group means (i) the foreign parent, (ii) any foreign person, proceeding up the foreign parent’s ownership chain, which owns more than 50 percent of the person below it up to and including that person which is not owned more than 50 percent by another foreign person, and (iii) any foreign person, proceeding down the ownership chain(s) of each of these members, which is owned more than 50 percent by the person above it.

N.U.S. corporation means a business enterprise incorporated in the United States.

O.Intermediary means any agent, nominee, manager, custodian, trust, or any person acting in a similar capacity.

P.Ultimate beneﬁcial owner (UBO) is that person, proceeding up the ownership chain beginning with and including the foreign parent, that is not more than 50 percent owned or controlled by another person. Note: Stockholders of a closely or privately held corporation are normally considered to be an associated group and may be a UBO.

Q.Banking covers business enterprises engaged in deposit banking or closely related functions, including commercial banks, Edge Act corporations engaged in international or foreign banking, foreign branches and agencies of U.S. banks whether or not they accept deposits abroad, U.S. branches and agencies of foreign banks whether or not they accept domestic deposits, savings and loans, savings banks, bank holding companies, and ﬁnancial holding companies under the Gramm-Leach-Bliley Act.

R.Lease is an arrangement conveying the right to use property, plant, or equipment (i.e., land and/or depreciable assets), usually for a stated period of time.

1.Capital lease – A long-term lease under which a sale of the asset is recognized at the inception of the lease. These may be shown as lease contracts or accounts receivable on the lessor’s books. The asset would not be considered as owned by the lessor.

2.Operating lease – Generally, a lease with a term which is less than the useful life of the asset and a transfer of ownership is not contemplated.

III.GENERAL INSTRUCTIONS

A.Changes in the reporting entity – DO NOT restate close ﬁscal year 2011 balances for changes in the consolidated reporting entity that occurred during ﬁscal year 2012. The close ﬁscal year 2011 balances should represent the reporting entity as it existed at the close of ﬁscal year 2011.

B.Required information not available – Make all reasonable efforts to obtain the information required for reporting. Answer every item except where speciﬁcally exempt. Indicate when only partial information is available.

C.Estimates – If actual ﬁgures are not available, provide estimates

and label them as such. When items cannot be fully subdivided as required, provide totals and an estimated breakdown of the totals.

Certain sections of the Form BE-12A require data that may not normally be maintained in a company’s customary accounting records. Precise answers for these items may present the respondent with a substantial burden beyond what is intended by BEA. This may be especially true for:

•฀฀Items฀28฀thru฀38฀–฀Number฀of฀employees฀in฀each฀industry฀of฀sales;

•฀฀Section฀C,฀Items฀52฀thru฀57฀–฀Distribution฀of฀sales฀or฀gross฀ operating revenues, by whether the sales were goods, investment income, or services, and the distribution of sales of services by transactor;

•฀฀Items฀107฀thru฀158฀–฀U.S.฀trade฀in฀goods฀by฀U.S.฀afiliate฀on฀a฀ shipped basis, and

•฀฀Items฀159฀thru฀215฀–฀Employment฀by฀location.

Therefore, the answers in these sections may be reasonable estimates based upon the informed judgment of persons in the responding organization, sampling techniques, prorations based on related data, etc. However, the estimating procedures used should be consistently applied on all BEA surveys.

D.Specify – When “specify” is stated for certain items, provide the type and dollar amount of the major items included in the data provided.

E.Space on form insufﬁcient – When space on a form is insufﬁcient to permit a full answer to any item, provide the required information on supplementary sheets, appropriately labeled and referenced to the item number on the form.

IV. INSTRUCTIONS FOR SPECIFIC

SECTIONS OF THE REPORT FORM

NOTE: Instructions in section IV are cross referenced by number to the items located on pages 2 to 17.

2Consolidation Rules

Consolidated reporting by the U.S. afﬁliate — A U.S. afﬁliate must ﬁle on a fully consolidated domestic U.S. basis, including in the full consolidation all U.S. business enterprises proceeding down each ownership chain whose voting securities are more than 50 percent owned by the U.S. business enterprise above. The fully consolidated entity is considered one U.S. afﬁliate.

A foreign person holding real estate investments that are reportable on the BE-12 must aggregate all such holdings. See Instruction I.B. on page 33 and V.C. on page 39 for details.

Do not prepare your BE-12 report using the proportionate consolidation method. Except as noted in IV.b. and c. on page 35, consolidate all majority-owned U.S. business enterprises into your BE-12 report.

Unless the exceptions discussed below apply, any deviation from these consolidation rules must be approved in writing each year by BEA. If you ﬁle deconsolidated reports, you must ﬁle the same type of reports (i.e., BE-12A or BE-12B) that would have been required if a consolidated report was ﬁled. Report majority- owned subsidiaries, if not consolidated, on Form BE-12A, using the equity method of accounting. DO NOT eliminate intercompany accounts (e.g., receivables or liabilities) for afﬁliates not consolidated.

Exceptions to consolidated reporting – Note: If a U.S. business enterprise is not consolidated into another U.S. afﬁliate's BE-12 report, then it must be listed on the Supplement B of the other U.S. afﬁliate's BE-12 report, unless the report is a BE-12C which does not have a Supplement B, and each U.S. afﬁliate not consolidated must ﬁle its own Form BE-12.

FORM BE-12A (REV 3/2012)

Page 34

IV. INSTRUCTIONS FOR SPECIFIC SECTIONS OF THE REPORT FORM – Continued

a.DO NOT CONSOLIDATE FOREIGN SUBSIDIARIES, BRANCHES, OPERATIONS, OR INVESTMENTS NO MATTER WHAT THE PERCENTAGE OWNERSHIP.

Include foreign holdings owned 20 percent or more using either the equity method of accounting. DO NOT report employment, land, and other property, plant, and equipment and DO NOT eliminate intercompany accounts (e.g., receivables or liabilities) for holdings reported using the equity method.

DO NOT list any foreign holdings of the U.S. afﬁliate on the Supplement B. Oil and gas sites owned by U.S. afﬁliates and located outside of U.S. claimed territorial waters are to be treated as foreign subsidiaries of the U.S. afﬁliates if they meet one of the following criteria: (1) they are incorporated in a foreign country; (2) they are set up as a branch; or (3) they have a physical presence in a foreign country as evidenced by property, plant and equipment or employees located in that country.

Real estate located outside the United States that is owned by the U.S. afﬁliate and generates revenues for, or reimbursements to, the U.S. afﬁliate, or that facilitates the foreign operations of the U.S. afﬁliate is a foreign subsidiary and should not be consolidated on this BE-12 report.

b.Special consolidation rules apply to U.S. afﬁliates that are limited partnerships or that have an ownership interest in a U.S. limited partnership. These rules can be found on our web site at: www.bea.gov/ltdpartner12. Also

see instruction b. on page 36 for additional information about partnerships.

c.A U.S. afﬁliate in which a direct ownership interest and an indirect ownership interest are held by different foreign persons should not be fully consolidated into another U.S. afﬁliate, but must complete and ﬁle its own Form BE-12 report. (See diagram below.)

(1)New ﬁscal year ends in calendar year 2012 – A U.S. afﬁliate that changed the ending date of its ﬁnancial reporting year should ﬁle a 2012 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, 2011 ﬁscal year end date but changed its 2012 ﬁscal year end date to March 31. Afﬁliate A should ﬁle a 2012 BE-12 report covering the 12 month period from April 1, 2011 to March 31, 2012.

The ending balance sheet amounts reported in column 1 of items

64through 78 must be the correct balances as of March 31, 2012. The beginning balance sheet amounts reported in column 2 must be the unrestated ending balances as of June 30, 2011. To reconcile the beginning and ending retained earnings balances (or, if retained earnings is not shown as a separate account, the beginning and ending owners’ equity balances) afﬁliate A must include an adjusting entry in item 80. To reconcile the beginning and ending net property, plant and equipment balances, afﬁliate A must include an adjusting entry in item 87.

(2)No ﬁscal year ending in calendar year 2012 – If a change in ﬁscal year results in a U.S. afﬁliate not having a ﬁscal year that ended in calendar year 2012, the afﬁliate should ﬁle a 2012 BE-12 report that covers 12 months. The following example illustrates the reporting requirements.

Example 2: U.S. afﬁliate B had a December 31, 2011 ﬁscal year end date but changed its next ﬁscal year end date to March

31.Instead of having a short ﬁscal year ending in 2012, afﬁliate B decides to have a 15 month ﬁscal year running from January 1, 2012 to March 31, 2013. Afﬁliate B should ﬁle a 2012 BE-12 report covering a 12 month period ending in calendar year 2012, such as the period from April 1, 2011 to March 31, 2012.

In this example, the ending balance sheet amounts reported in column 1 of items 64 through 78 must be the correct balances as of March 31, 2012. The beginning balance sheet amounts reported in column 2 must be the unrestated ending balances as of December 31, 2011. To reconcile the beginning and ending

Foreign person B

Foreign

U.S.

30%

Foreign person A

100%

U.S. affiliate X

60%

retained earnings balances (or, if retained earnings is not shown as a separate account, the beginning and ending owners’ equity balances) afﬁliate B must include an adjusting entry in item 80.

To reconcile the beginning and ending net property, plant and equipment balances, afﬁliate B must include an adjusting entry in item 87.

For 2013, assuming no further changes in the ﬁscal year end date occur, afﬁliate B should ﬁle a BE-15 report covering the 12

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.

If this exception applies, reﬂect the indirect ownership interest, even if more than 50 percent, on the balance sheet and income statement of the owning U.S. afﬁliate’s BE-12 report on an equity basis. For example, using the situation shown in the diagram above, U.S. afﬁliate X must treat its 60 percent ownership interest in U.S. afﬁliate Y as an equity investment.

4Reporting period — The report covers the U.S. afﬁliate’s 2012 ﬁscal year. The afﬁliate’s 2012 ﬁscal year is deﬁned as the afﬁliate’s ﬁnancial reporting year that had an ending date in calendar year 2012.

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 2012.

b. Change in ﬁscal year

month period from April 1, 2012 to March 31, 2013.

5Reporting for a U.S. business that became a U.S. afﬁliate during ﬁscal year 2012 —

a.A U.S. business enterprise that was newly established in ﬁscal year 2012 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 2012. 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 2012 that became a U.S. afﬁliate in ﬁscal year 2012 should ﬁle a report covering a full 12 months of operations.

6Form of organization of U.S. afﬁliate – Reporting by unincorporated U.S. afﬁliates

a. Directly owned vs. indirectly owned

(1)Directly owned – Each unincorporated U.S. afﬁliate, including a branch, that is directly owned 10 percent or more by a foreign person should ﬁle a separate BE-12 report. Do not combine two or more directly owned U.S. afﬁliates on a

FORM BE-12A (REV 3/2012)

Page 35

IV. INSTRUCTIONS FOR SPECIFIC SECTIONS OF THE REPORT FORM – Continued

single BE-12 report. The only exceptions are for U.S. afﬁliates that are real estate investments or banks. See Instruction I.B. on page 33 and Instruction V.C. on page 39 for details on real estate. See instruction I.C. on page 33 for details on banks.

(2)Indirectly owned – Except as noted in the exceptions to the consolidation rules starting on page 34, an indirectly owned unincorporated U.S. business enterprise that is owned more than 50 percent (voting interest) by another U.S. afﬁliate should be fully consolidated on the report with the U.S. afﬁliate that holds the voting interest greater than 50 percent. An indirectly owned unincorporated U.S. business enterprise owned 50 percent (voting interest) or less by another U.S. afﬁliate should ﬁle a separate BE-12 report if no other U.S. afﬁliate owns a voting interest of more than 50 percent.

b.Partnerships – Most partnerships are either general partnerships or limited partnerships. A general partnership usually consists of at least two general partners who together control the partnership. A limited partnership usually consists of at least one general partner and one limited partner. The general partner usually controls a limited partnership. The limited partner has

a ﬁnancial interest but does not usually have any voting rights (control) in a limited partnership.

Partners without voting rights (control) cannot have direct investment in a partnership. Therefore, limited partners do not usually have direct investment. The existence of direct investment in a partnership is determined by the percentage of control exercised by the partner(s). The percentage of control exercised by a partner may differ from its ﬁnancial interest in the partnership.

(1)General partnerships

Determination of voting interest – “Voting interest” is deﬁned in instructions 12–16 starting on this page. The determination of the percentage of voting interest of a general partner is based on who controls the partnership. The percentage of voting interest is not based on the percentage of ownership in the partnership’s equity.

The general partners are presumed to control a general partnership. Unless a clause to the contrary is contained in the partnership agreement, a general partnership is presumed to be controlled equally by each of the general partners.

For example, if a partnership has two general partners, and nothing to the contrary is stated in the partnership agreement, each general partner is presumed to have a 50 percent voting interest. If there are three general partners, each general partner is presumed to have a one-third voting interest, etc.

Managing partners – If one general partner is designated as the managing partner, responsible for the day-to-day operations of the partnership, this does not necessarily transfer control of the partnership to the managing partner.

If the managing partner must obtain approval for annual operating budgets and for decisions relating to signiﬁcant management issues from the other general partners, then the managing partner does not have a 100 percent voting interest in the partnership.

(2)Limited partnerships

(a)Determination of voting interest – “Voting interest” is deﬁned in instructions 12-16 starting on this page. The determination of the percentage of voting interest in a limited partnership is based on who controls the partnership. The percentage of voting interest is not based on the percentage of ownership in the partnership’s equity. In most cases, the general partner is presumed

to control a limited partnership, and therefore, have a

100 percent voting interest in the limited partnership. If there is more than one general partner, the partnership is presumed to be controlled equally by each of the general

partners, unless a clause to the contrary is contained in the partnership agreement. For example, if a limited partnership has two general partners, and nothing to the contrary is stated in the partnership agreement, then each general partner is presumed to have a 50 percent voting interest in the limited partnership.

Limited partners do not normally exercise any control over a limited partnership. Therefore unless a clause to the contrary is contained in the partnership agreement, limited partners are presumed to have zero voting interest in a limited partnership. If a limited partnership has one or more limited partners who are foreign persons, the foreign limited partners are presumed to have no voting interest, and, therefore, no direct investment in the limited partnership.

Managing partners – See discussion under “General Partnerships” to the left.

(b)Consolidation Rules

Special consolidation rules apply to U.S. afﬁliates that are limited partnerships or that have an ownership interest in a U.S. limited partnership. These rules can be found on our web site at: www.bea.gov/ltdpartner15

c.Limited Liability Companies (LLCs)

Determination of voting interest – “Voting interest” is deﬁned in instruction 12-16 below. The determination of the percentage of voting interest in an LLC is based on who controls the LLC. The percentage of voting interest is not based on the percentage of ownership in the LLC’s equity. LLCs are presumed to be controlled equally by each of its members (owners), unless a clause to the contrary is contained in the articles of organization or in the operating agreement. For example, if an LLC has two members, and nothing to the contrary is contained in the articles of organization or in the operating agreement, then each member is presumed to have a 50 percent voting interest in the LLC; if there are three members, then each member is presumed to have a one-third voting interest in the LLC.

Managing member – If one member is designated as the managing member responsible for the day-to-day operations of the LLC, this does not necessarily transfer control of the LLC to the managing member. If the managing member must obtain approval for annual operating budgets and for decisions relating to other signiﬁcant management issues from the other members, then the managing member does not have a 100 percent voting interest in the LLC.

9U.S. afﬁliates NOT consolidated – Report investments in U.S. business enterprises that are owned 20 percent or more and not fully consolidated using either the equity method of accounting. DO NOT report employment, land, and other property, plant, and equipment and DO NOT eliminate intercompany accounts for holdings reported using the equity method.

You may report immaterial investments using the cost method of accounting if this treatment is consistent with your normal reporting practice. Report investments owned less than 20 percent in accordance with FASB ASC 320 (formerly FAS 115) or the cost basis of accounting.

List all U.S. afﬁliates in which this U.S. afﬁliate has a voting interest of at least 10 percent and that are not consolidated in this Form BE-12A on the Supplement B.

12– 16 — Ownership — Voting interest and equity interest

a.Voting interest is the percent of ownership in the voting equity of the U.S. afﬁliate. Voting equity consists of ownership interests that have a say in the management of the company. Examples of voting equity include capital stock that has voting rights, and a general partner’s interest in a partnership. See instruction 6.b.(1) and 6.b.(2)

FORM BE-12A (REV 3/2012)

Page 36

IV. INSTRUCTIONS FOR SPECIFIC SECTIONS OF THE REPORT FORM – Continued

(a), to the left for information about determining the voting interest for partnerships. See instruction 6.c. above for information about determining the voting interest for Limited Liability Companies.

b.Equity interest is the percent of ownership in the total equity (voting and nonvoting) of the U.S. afﬁliate. Nonvoting equity consists of ownership interests that do not have a say in the management of the company. An example of nonvoting equity is preferred stock that has no voting rights.

Voting interest and equity interest are not always equal. For example, an owner can have a 100 percent voting interest in a U.S. afﬁliate but own less than 100 percent of the afﬁliate’s total equity. This situation is illustrated in the following example.

Example: U.S. afﬁliate A has two classes of stock, common and preferred. There are 50 shares of common stock outstanding. Each common share is entitled to one vote and has an ownership interest in 1 percent of the total owners’ equity amount. There are 50 shares of preferred stock outstanding. Each preferred share has an ownership interest in 1 percent of the total owners’ equity amount but has no voting rights. Foreign parent B owns all 50 shares of the common stock. U.S. investors own all 50 shares of the preferred stock. Since foreign parent B owns all of the voting stock, foreign parent B has a 100 percent voting interest in U.S. afﬁliate A. However, since all 50 shares of the nonvoting preferred shares are owned by U.S. investors, foreign parent B has only a 50 percent equity interest in the owners’ equity amount of U.S. afﬁliate A.

28 – 41 Industry classiﬁcation, total sales, and employees of fully consolidated U.S. afﬁliate

Book publishers and printers – Printing books without publishing is classiﬁed in international surveys industry (ISI) code 3231 (printing and related support activities) not ISI code 5111 (newspaper, periodical, book, and directory publishers).

Real estate investment trusts (REITS) – Report hybrid or mortgage REITS in ISI code 5252 (Funds, trusts, and other ﬁnancial vehicles). Report all other REITS in ISI code 5310 (Real estate).

Repos and reverse repos – On the sales schedule (items 28–41), interest income and interest expense associated with repos and reverse repos should be offset against one another and reported at the net amount. This net amount should also be reported in item 54 (investment income included in gross operating revenues). However, in items 58 (interest income from all sources) and 59 (interest expense plus interest capitalized), interest income and interest expense associated with repos and reverse repos should be reported at the gross amounts.

On the balance sheet, reverse repos should be reported as assets and included in item 68 (other assets) while repos should be reported as liabilities and included in item 70 (total liabilities).

44Certain gains (losses) —

Special instructions for real estate companies. Real estate companies – Include in item 44:

(a)Impairment losses as deﬁned by FASB ASC 360 (formerly FAS 144), and

(b)Goodwill impairment as deﬁned by FASB ASC 350 (formerly FAS 142).

EXCLUDE the revenues earned and expenses incurred from the sale of real estate you own. Such revenues should be reported as operating income in item 41 column 2, items 42 and 52, and as sales of goods in item 53. Such expenses, including the net book value of the real estate sold, should

be reported as costs of goods sold in item 47. Do not net the expenses against the revenues.

Sales of goods – Goods are outputs that are tangible. Report as sales of goods:

•฀฀ Mass฀produced฀media,฀including฀exposed฀ilm,฀video฀tapes,฀

DVDs, audio tapes, and CDs.

•฀฀ Books.฀NOTE:฀Book฀publishers฀–฀To฀the฀extent฀feasible,฀report฀as฀ sales of services all revenues associated with the design, editing, and marketing activities necessary for producing and distributing books that you both publish and sell. If you cannot unbundle (i.e., separate) these revenues from the value of the books you sell, then report your sales as sales of goods or services based on a best estimate of the value in each.

•฀฀ Energy฀trading฀activities฀where฀you฀take฀title฀to฀the฀goods.฀ NOTE: If you act in the capacity of a broker or agent to facilitate the sale of goods and you do not take title to the goods, report your revenue (i.e., commissions) as sales of services in item 55.

•฀฀ Magazines฀and฀periodicals฀sold฀in฀retail฀stores.฀NOTE:฀Report฀ subscription sales as sales of services in item 55.

•฀฀ Packaged฀general฀use฀computer฀software.

•฀฀ Structures฀sold฀by฀businesses฀in฀real฀estate.

•฀฀ Revenues฀earned฀from฀building฀structures฀by฀businesses฀in฀

construction.

•฀฀ Electricity,฀natural฀gas,฀and฀water.฀NOTE:฀Revenues฀derived฀ from transmitting and/or distributing these goods, as opposed to revenues derived from the sale of the actual product, should, to the extent feasible, be reported as sales of services in item 55.

Investment income – Report ALL interest and dividends generated by ﬁnance and insurance subsidiaries or units as investment income. NOTE: Report commissions and fees as sales of services in item 55.

Sales of services – Services are outputs that are intangible. Report as sales of services:

•฀฀ Advertising฀revenue.

•฀฀ Commissions฀and฀fees฀earned฀by฀companies฀engaged฀in฀inance฀

and real estate activities.

•฀฀ Premiums฀earned฀by฀companies฀engaged฀in฀insurance฀activities.฀ NOTE: Calculate as direct premiums written (including renewals) net of cancellations, plus reinsurance premiums assumed, minus reinsurance premiums ceded, plus unearned premiums at the beginning of the year, minus unearned premiums at the end of the year.

•฀฀ Commissions฀earned฀by฀agents฀or฀brokers฀(i.e.,฀wholesalers)฀ who act on behalf of buyers and sellers in the wholesale distribution of goods.

•฀฀ Magazines฀and฀periodicals฀sold฀through฀subscriptions.฀NOTE:฀ Report magazines and periodicals sold through retail stores, as sales of goods in item 53.

•฀฀ Newspapers.

•฀฀ Pipeline฀transportation.

•฀฀ Software฀downloaded฀from฀the฀Internet,฀electronic฀mail,฀an฀ extranet, Electronic Data Interchange network, or some other online system.

•฀฀ Computer฀systems฀design฀and฀related฀services.

•฀฀ Negotiated฀licensing฀fees฀for฀software฀to฀be฀used฀on฀networks.

FORM BE-12A (REV 3/2012)

Page 37

IV. INSTRUCTIONS FOR SPECIFIC SECTIONS

OF THE REPORT FORM – Continued

•฀฀ Electricity฀transmission฀and฀distribution,฀natural฀gas฀distribution,฀

and water distribution.

61Employee compensation

Employee compensation includes wages and salaries and employee beneﬁt plans.

Wages and salaries are the gross earnings of all employees before deduction of employees’ payroll withholding taxes, social insurance contributions, group insurance premiums, union dues, etc. Include time and piece rate payments, cost of living adjustments, overtime pay and shift differentials, bonuses, proﬁt sharing amounts, and commissions. Exclude commissions paid to persons who are not employees.

Wages and salaries include direct payments by employers for vacations, sick leave, severance (redundancy) pay, etc. Include employer contributions to beneﬁt funds. Exclude payments made by, or on behalf of, beneﬁt funds rather than by the employer.

Wages and salaries include in-kind payments, valued at their cost, that are clearly and primarily of beneﬁt to the employees as consumers. Exclude expenditures that beneﬁt employers as well as employees, such as expenditures for plant facilities, employee training programs, and reimbursement for business expenses.

Employee beneﬁt plans are employer expenditures for all employee beneﬁt plans, including those required by government statute, those resulting from a collective-bargaining contract, or those that are voluntary. Employee beneﬁt plans include Social Security and other retirement plans, life and disability insurance, guaranteed sick pay programs, workers’ compensation insurance, medical insurance, family allowances, unemployment insurance, severance pay funds, etc. If plans are ﬁnanced jointly by the employer and the employee, include only the contributions of the employer.

99 – 106 Research and development (R&D) performed

BY the U.S. afﬁliate – R&D is planned, creative work aimed at discovering new knowledge or developing new or signiﬁcantly improved goods and services. This includes a) activities aimed at acquiring new knowledge or understanding without speciﬁc immediate commercial application or use (basic research); b) activities aimed at solving a speciﬁc problem or meeting a speciﬁc commercial objective (applied research); and c) systematic use of research and practical experience to produce new or signiﬁcantly improved goods, services, or processes (development).

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

•฀ Eficiency฀surveys฀or฀management฀studies

•฀ Literary,฀artistic,฀or฀historical฀projects,฀such฀as฀ilms,฀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.

107 – 112 U.S. trade in goods by U.S. afﬁliate on a shipped basis

“U.S. Trade in goods” is the physical movement of goods between the customs area of the United States and the customs area of a foreign country. Goods shipped by, or to, the U.S. afﬁliate whether or not they were actually charged or consigned by, or to, the U.S. afﬁliate, are considered to be trade of the U.S. afﬁliate. To adjust “charged” basis data to a “shipped” basis it may be necessary to look at export and import declarations ﬁled with U.S. customs or shipping and receiving documents to determine the physical movement of goods.

Differences between the “charged” and “shipped” basis may be substantial. A major difference arises when a U.S. afﬁliate buys goods in foreign country A and sells them in foreign country B. Because the goods did

not physically enter or leave the United States, they are not U.S. trade. However, when the U.S. afﬁliate records the transactions on its books, it would show a purchase charged to it from country A and a sale charged by it to country B. If the U.S. afﬁliate’s trade data in this survey were prepared on the “charged” basis, the purchase and sale would appear incorrectly as a U.S. import and U.S. export, respectively. Other differences arise when the U.S. afﬁliate charges the sale of its products to a foreign parent, but ships the goods directly from the United States to an unafﬁliated foreign person. If the data are on the “shipped” basis, this should be a U.S. export to an unafﬁliated foreign person, not to the foreign parent.

V. SPECIAL INSTRUCTIONS

A.Insurance companies – Reporting should be in accordance with U.S. Generally Accepted Accounting Principles not Statutory Accounting Practices (SAP). For example, the BE-12 report should include the following assets even though they are not acceptable under SAP: 1. non-trusteed or free account assets, and 2. nonadmitted assets such as furniture and equipment, agents’ debit balances, and all receivables deemed to be collectible.

Item on Form BE–12A:

41Sales or gross operating revenues, excluding sales taxes – Include items such as earned premiums, annuity considerations, gross interest and dividend income, and items of a similar nature. Exclude income from unconsolidated afﬁliates that is to be reported in item 43, and certain gains (losses) that are to be reported in item 44.

47Cost of goods sold or services rendered, and selling, general, and administrative expenses – Include costs relating to sales or gross operating revenues, item 42, such as policy losses incurred, death beneﬁts, matured endowments, other policy beneﬁts, increases in liabilities

for future policy beneﬁts, other underwriting expenses, and investment expenses.

54Investment income – Report that portion of sales or gross operating revenues, items 41 column 2, 42 and 52, that is investment income (e.g., interest and dividends). However,

FORM BE-12A (REV 3/2012)

Page 38

V. SPECIAL INSTRUCTIONS – Continued

report gains (losses) on investments in accordance with the instructions for item 44 on page 7.

55Sales of services – Include premium income and income from actuarial, claims adjustment, and other services, if any.

69Total assets – Include current items such as agents’ balances, uncollected premiums, amounts recoverable from reinsurers, and other current notes and accounts receivable (net of allowances for doubtful items) arising from the ordinary course of business.

70Total liabilities – Include current items such as loss liabilities, policy claims, commissions due, other current liabilities arising from the ordinary course of business, and long- term debt.

78Total owners’ equity – Include mandatory securities valuation reserves that are appropriations of retained earnings.

B.Railroad transportation companies – Railroad transportation companies should include only the net annual balances for interline settlement items (car hire, car repair, freight revenues, switching revenues, and loss and damage settlements) in items 68 and 70.

C.Real Estate – The ownership of real estate is deﬁned to be a business enterprise, and if the real estate is foreign owned, it is a U.S. afﬁliate of a foreign person. A BE-12 report is required unless the enterprise is otherwise exempt.

Residential real estate held exclusively for personal use and not for proﬁt making purposes is not subject to the reporting requirements. A residence that is an owner’s primary residence that is then leased by the owner while outside the United States, but which the owner intends to reoccupy, is considered real estate held for personal use and therefore not subject to the reporting requirements. Ownership of U.S. residential real estate by a corporation whose sole purpose is to hold the real estate for the personal use of the owner(s) of the corporation is considered to be real estate held for personal use and therefore not subject to the reporting requirements.

Aggregation of real estate investments – A foreign person holding real estate investments that are reportable on the BE-12 must aggregate all such holdings for the purpose of applying the reporting criteria (see instruction I.B. on page 33 of this form). File a single BE-12 report covering the aggregated holdings. If on an aggregated basis any one of the following three items – total assets (do not net out liabilities), or sales or gross operating revenues, excluding sales taxes, or net income after provision for U.S. income taxes – exceeds $300 million (positive or negative), ﬁle Form BE-12A. If permission has been received in writing from BEA to ﬁle on an non-aggregated basis, you must report each real estate investment on a Form BE-12A if a Form BE-12A would have been required on an aggregated basis. Non-aggregated reports should be ﬁled as a group and you should inform BEA that they are all for one owner.

On page 1, for the name and address of the U.S. business enterprise, BEA is not seeking a legal description of the property, nor necessarily the address of the property itself. Because there may be no operating business enterprise for a real estate investment, what BEA seeks is a consistently identiﬁable name for the investment (i.e., the U.S. afﬁliate) together with an address to which report forms can be mailed so that the investment (afﬁliate) can be reported on a consistent basis for each reporting period and for the various BEA surveys.

Thus, on page 1 of the BE-12 survey forms the “name and address” of the U.S. afﬁliate might be:

XYZ Corp. N.V., Real Estate Investments c/o B&K Inc., Accountants

120 Major Street

Miami, FL XXXXX

If the investment property has a name, such as Sunrise Apartments, the name and address on page 1 of the BE-12 survey forms might be:

Sunrise Apartments c/o ABC Real Estate 120 Major Street Miami, FL XXXXX

There are items throughout the Form BE-12A that may not apply to certain types of real estate investments, such as the employer identiﬁcation number, the number of employees, and exports and imports. In such cases, mark the items “none.”

D. Joint ventures and partnerships – If a foreign person has a direct or indirect voting ownership interest of 10 percent or more in a joint venture, partnership, etc., that is formed to own and hold, develop, or operate real estate, the joint venture, partnership, etc., in its entirety, not just the foreign person’s share, is a U.S. afﬁliate and must be reported as follows:

1.If the foreign interest in the U.S. afﬁliate is directly held by the foreign person then a BE-12 report must be ﬁled by the afﬁliate (subject to the aggregation rules discussed above).

2.If a voting interest of more than 50 percent in the U.S. afﬁliate is owned by another U.S. afﬁliate, the owned afﬁliate must be fully consolidated in the BE-12 report of the owning afﬁliate.

3.If a voting interest of 50 percent or less in the U.S. afﬁliate is owned by another U.S. afﬁliate, and no U.S. afﬁliate owns a voting interest of more than 50 percent, then a separate BE-12 report must be ﬁled by the owned afﬁliate. The BE-12 report(s) of the owning afﬁliate(s) must show an equity investment in the owned afﬁliate.

E.Farms – For farms that are not operated by their foreign owners, the income statements and related items should be prepared based on the extent to which the income from the farm accrues to, and the expenses of the farm are borne by, the owner. Generally this means that income, expenses, and gain (loss) assignable to the owner should reﬂect the extent to which the risk of the operation falls on the owner. For example, even though the operator and other workers on the farm are hired by a management ﬁrm, if their wages and salaries are assigned to, and borne by, the farm operation being reported, then the operator and other workers should be reported as employees of that farm operation and the wages and salaries should be included as an expense in the income statement.

EXAMPLES:

1.If the farm is leased to an operator for a ﬁxed fee, the owner should report the ﬁxed fee in “total sales” and should report the non-operating expenses that he or she may be responsible for, such as real estate taxes, interest on loans, etc., as expenses in the income statement.

2.If the farm is operated by a management ﬁrm that oversees the operation of the farm and hires an operator, but the operating income and expenses are assigned to the owner, the income and expenses so assigned should be shown in the requested detail in the income statement, and related items, as appropriate. (The report should not show just one item, i.e., the net of income less the management fee, where the management fee includes all expenses.)

F.Estates, trusts, and intermediaries

A Foreign estate is a person and therefore may have direct investment, and the estate, not the beneﬁciary, is considered to be the owner.

A Trust is a person but it is not a business enterprise. The trust is considered to be the same as an intermediary, and should report as outlined in the instructions for intermediaries below. For reporting purposes, the beneﬁciary(ies) of the trust, is (are) considered

to be the owner(s) for purposes of determining the existence of direct investment, except in two cases: (1) if there is, or may be, a reversionary interest, and (2) if a corporation or other organization creates a trust designating its shareholders or members as beneﬁciaries. In these two cases, the creator(s) of the trust is

FORM BE-12A (REV 3/2012)

Page 39

V. SPECIAL INSTRUCTIONS – Continued

VI. FILING THE BE–12

(are) deemed to be the owner(s) of the investments of the trust (or succeeding trusts where the presently existing trust had evolved out of a prior trust), for the purposes of determining the existence and reporting of direct investment.

This procedure is adopted in order to fulﬁll the statistical purposes of this survey and does not imply that control over an enterprise owned or controlled by a trust is, or can be, exercised by the beneﬁciary(ies) or creator(s).

For an intermediary:

1.If a U.S. intermediary holds, exercises, administers, or manages a particular foreign direct investment in the United States for the beneﬁcial owner, such intermediary is responsible for reporting the required information for, and in the name of, the U.S. afﬁliate. Alternatively, the U.S. intermediary can instruct the U.S. afﬁliate to submit the required information. Upon so doing, the intermediary is released from further liability to report, provided it has informed BEA of the date such instructions were given and provides BEA the name and address of the U.S. afﬁliate, and has supplied the U.S. afﬁliate with any information in the possession of, or which can be secured by, the intermediary that is necessary to permit the U.S. afﬁliate to complete the required reports. When acting in the capacity of an intermediary, the accounts or transactions of the U.S. intermediary with a UBO are considered as accounts or transactions of the U.S. afﬁliate with the UBO. To the extent such transactions or accounts are unavailable to the U.S. afﬁliate, BEA may require the intermediary to report them.

2.If a UBO holds a U.S. afﬁliate through a foreign intermediary, the U.S. afﬁliate may report the intermediary as its foreign parent but, when requested, must also identify and furnish information concerning the UBO. Accounts or transactions of the U.S. afﬁliate with the foreign intermediary are considered as accounts or transactions of the U.S. afﬁliate with the UBO.

G.Determining place of residence and country of jurisdiction of individuals – An individual is considered a resident of, and subject to the jurisdiction of, the country in which he or she is physically located. The following guidelines apply to individuals who do not reside in their country of citizenship:

1.Individuals who reside, or expect to reside, outside their country of citizenship for less than one year are considered to be residents of their country of citizenship.

2.Individuals who reside, or expect to reside, outside their country of citizenship for one year or more are considered to be residents of the country in which they are residing, except as provided in paragraphs 3 and 4 below.

3.If an owner or employee of a business enterprise resides outside the country of location of the enterprise for one year or more for the purpose of furthering the business of the enterprise, and the country of the business enterprise is the country of citizenship of the owner or employee, then such owner or employee is considered a resident of the country of citizenship, provided there is the intent to return to the country of citizenship within a reasonable period of time.

4.Individuals and members of their immediate family who are residing outside their country of citizenship as a result of employment by the government of that country – diplomats, consular ofﬁcials, members of the armed forces, etc. – are considered to be residents of their country of citizenship.

A.Due date – File a fully completed and certiﬁed Form BE-12A, BE-12B, or BE-12C no later than May 31, 2013. If the U.S. afﬁliate is exempt from ﬁling Form BE-12A, BE-12B, and BE-12C, complete and ﬁle the BE-12 Claim for Not Filing by May 31, 2013.

B.Mailing report forms to a foreign address – BEA will accommodate foreign owners that wish to have forms sent directly to them. However, the extra time consumed in mailing to and from a foreign place may make meeting ﬁling deadlines difﬁcult. In such cases, consider using BEA’s electronic ﬁling option. Go to www.bea.gov/eﬁle for details about this option. To obtain forms online go to: www.bea.gov/fdi

C.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 of more than 30 days MUST be in writing and should explain the basis for the request. You may request an extension via email at be12/15@bea. gov. For extension requests of 30 days or less, you may call BEA

at (202) 606-5577. All requests for extensions must be received NO LATER THAN the original due date of the report.

D.Assistance – For assistance, telephone (202) 606-5577, or send email to be12/15@bea.gov. Forms can be obtained from BEA’s web site at: www.bea.gov/fdi

E.Annual stockholders’ report or other ﬁnancial statements – Furnish a copy of your FY 2012 annual stockholders’ report or Form 10-K when ﬁling the BE-12 report. If you do not publish an annual stockholders’ report or ﬁle Form 10-K, provide any ﬁnancial statements that may be prepared, including the accompanying notes. Information contained in these statements is useful in reviewing your report and may reduce the need for further contact. Section 5(c) of the International Investment and Trade in Services Survey Act, Public Law 94-472, 90 Stat. 2059, 22 U.S.C. 3101-3108, as amended, provides that this information can be used for analytical and statistical purposes only and that it must be held strictly conﬁdential.

F.Number of copies – File a single original copy of the form and supplement(s). If you are not ﬁling electronically, this should be the copy with the address label on page 1, if such a copy has been pre-printed by BEA. (Make corrections directly to the address, if necessary.) You should also retain a ﬁle copy of each report for three years to facilitate resolution of any questions that BEA may have concerning your report. (Both copies are protected by law; see the statement on conﬁdentiality on page 31.)

FORM BE-12A (REV 3/2012)

Page 40

Question	Answer
Form Name	Form Be 12A
Form Length	40 pages
Fillable?	No
Fillable fields	0
Avg. time to fill out	10 min
Other names	Dols, Alaska, ISI, BE-12A

Form Be 12A – Fill Out and Use This PDF

Form Be 12A PDF Details

Form Preview Example

Form Be 12A isn’t the one you’re looking for?

000		000	000	000
1	2	3		4
000		000	000	000
1	2	3		4
000		000	000	000
1	2	3		4
000		000	000	000
1	2	3		4
000		000	000	000
1	2	3		4

3		4
000	000		000
3		4
000	000		000
3		4
000	000		000
3		4
000	000		000
3		4
000	000		000
3		4
000	000	000
3		4
000	000	000

3		4
000	000		000
3		4
000	000		000
3		4
000	000		000
3		4
000	000		000
3		4
000	000		000
3		4
000	000	000
3		4
000	000	000

000		000	000	000
1	2	3		4
000		000	000	000
1	2	3		4
000		000	000	000
1	2	3		4
000		000	000	000
1	2	3		4
000		000	000	000
1	2	3		4

3		4
000	000		000
3		4
000	000		000
3		4
000	000		000
3		4
000	000		000
3		4
000	000		000
3		4
000	000	000
3		4
000	000	000

3		4
000	000		000
3		4
000	000		000
3		4
000	000		000
3		4
000	000		000
3		4
000	000		000
3		4
000	000	000
3		4
000	000	000

Form Be 12A – Fill Out and Use This PDF

Form Be 12A PDF Details

Form Preview Example

Form Be 12A isn’t the one you’re looking for?

Related Documents

000		000	000	000
1	2	3		4
000		000	000	000
1	2	3		4
000		000	000	000
1	2	3		4
000		000	000	000
1	2	3		4
000		000	000	000
1	2	3		4

3		4
000	000		000
3		4
000	000		000
3		4
000	000		000
3		4
000	000		000
3		4
000	000		000
3		4
000	000	000
3		4
000	000	000

3		4
000	000		000
3		4
000	000		000
3		4
000	000		000
3		4
000	000		000
3		4
000	000		000
3		4
000	000	000
3		4
000	000	000