Many foreign companies and individual investors who are not U.S. citizens want to invest in the United States because of its political stability and growing economy. Historically, the United States has been known for its support for foreign investors and individuals who want to set up businesses in this country. Research shows that many high-tech and pharma companies have been created by non-U.S. citizens, and they have contributed greatly to the American economy. Hence, this opportunity to start a business is beneficial for everyone.
That said, foreign investors and business owners who have invested in U.S. businesses or want to invest must follow a set of mandatory requirements, including filing a form called BE-13. At the same time, this is not a straightforward process because there are many types of BE-13 forms that a business must file based on its activity. Similarly, there are exemptions for filing and this must be done within a timeframe. Above everything, non-filing can lead to fines and penalties.
This process of filing BE-13 forms can be overwhelming, especially for those who are not well-versed in U.S. laws. This form BE-13 guide 2025 can help you better understand this filing process and address the most common questions you may have in this regard.
Manay CPA is a reputed business consulting, tax, and accounting firm with many years of experience working with different foreign investors, and they can assist with the BE-13 filing process.
Understanding Form BE-13 Requirements
The BE-13 form, also known as the Survey of New Foreign Direct Investment in the United States, is a survey conducted by the U.S. Bureau of Economic Analysis (BEA) through a form. This is a mandatory form that must be filed by U.S. businesses when a foreign investor has invested directly or indirectly through an existing U.S. affiliate.
Purpose and Scope
Form BE-13 is a tool through which the BEA collects information on foreign investment in the United States and its potential impact on the economy. It also helps the U.S. government track new investments, their sources, and related details that can impact foreign policies and national security. The form also applies to expansion activities carried out by businesses with substantial foreign investment
Filing Thresholds
It’s important to note that not all U.S. entities have to file this form. You must file this form only in the following scenarios:
- A U.S. company is acquired by a foreign entity, with more than 10% voting rights.
- A foreign entity establishes a company through a U.S. affiliate.
- An existing U.S. affiliate of a foreign company establishes itself as a new U.S. entity.
- A U.S. affiliate company expands its U.S. operations or acquires a U.S. business through foreign funding.
Who Must Report?
Form BE-13 is filed by U.S. business entities that previously filed form BE-13B or Be-13D, but the established or expanded entity is still under construction. A claim for exemption can be filed when the U.S. business enterprise is contacted by the BEA, but it does not meet the requirements for filing any of the other forms. Also, an exemption can be claimed when the U.S. business enterprise, even if not contacted by the BEA, meets all other requirements except the $3 million threshold needed for filing other forms.
Failing to comply with these restrictions can lead to civic penalties of up to $44,539. Wilful non-filing can result in fines of up to $10,000 and imprisonment of one year. More importantly, the business must file the appropriate BE-13 form with the correct details from foreign investors, as the wrong data can lead to further consequences and additional waste of time and resources.
To better understand form BE-13, schedule a consultation with Manay CPA. This is an experienced firm that has helped thousands of entities file the right BE-13 form, and you can reach out to them for filing details.
Types of Reportable Transactions
There are many types of BE-13 forms based on different investment scenarios. In general, the investment must be above $3 million to fall under this rule.
Below are the different scenarios and the appropriate BE-13 forms that must be submitted accordingly.
Direct Acquisitions
A U.S. business entity must file Form BE-13A when it is acquired by a foreign company or investor directly or indirectly through a U.S affiliate. However, the new investor must directly or indirectly hold a voting right of more than 10% in the U.S. company. This filing applies even when segments or operating units of a U.S. company were directly acquired by a foreign entity with the same voting rights. Also, the investment must be more than $3 million
Establishment of New Entities
When a new U.S. enterprise is established and more than 10% of the voting rights are held directly or indirectly by a foreign entity, the U.S. enterprise must file form BE-13B. This rule applies to all business enterprises, regardless of whether they are incorporated or have a physical address.
An exception to this rule is when a new enterprise is created solely to acquire another entity within 30 days of its creation. In this scenario, the entity will be consolidated as an acquisition, and the entities must file form BE-13A.
Expansion Activities
When an existing U.S. affiliate of a foreign parent company has expanded its operations, the business entity must file form BE-13D. For the purposes of this form, the expansion includes the construction and lease of a new facility. It also includes the expansion of an existing structure, provided there are new building structures added to it.
Ownership Changes
When an existing U.S. affiliate of a foreign parent company acquires a U.S. business or a segment of the business and merges it into its existing operations, this entity must file form BE-13C. However, if the total cost of acquisition is less than $3 million, then the entity can file for an exemption.
Given that each of these activities has a different form, be sure of which category you fall under, so you can file the appropriate form. In case of doubts, contact experts like Manay CPA, an expert in U.S. filings, taxation, and accounting.
Filing Process and Deadlines
Filing BE-13 forms must be accurate and before the specified deadlines to avoid penalties. The good news is that these forms are confidential and used only for statistical analysis and not for taxation or investigation.
Submission Methods
There are four ways to submit a BE-13 form.
- Download the appropriate BE-13 form, fill in the details, and send it by mail or post to the BEA office. The address is:
- USPS – Bureau of Economic Analysis (BEA). 4600 Silver Hill Rd. Washington, DC 20233
- FedEx or UPS – Bureau of Economic Analysis (BEA). 4600 Silver Hill Rd. Suitland, MD 20746
- Send it by fax to (301) 278-9504.
- Email the filled form to [email protected].
- You can also submit the form online through the below process.
- Log into the BEA site.
- Create a username and password.
- Use these credentials to log in.
- Click on “Add a new BE-13 report”
- Select the appropriate BE-13 report and add the relevant details.
- Submit the form.
Required Documentation
Every BE-13 form is comprehensive and includes all the required information that an entity has to provide. Besides this form, no additional documentation is required. If there is more than one foreign parent or entity, a separate foreign parent page has to be filed for each entity.
It’s necessary to select the appropriate BE-13 form and fill in the details.
Timeline Requirements
Form BE-13 must be filed within 45 days of a transaction. Those entities claiming an exemption must also file within this time period. In the past, the BEA has provided extensions and a 30-day grace period, but this is no guarantee that your submission will also be accepted. It’s a good practice to file before the deadlines to avoid fines.
If you are unsure of the filing process or lack the time and resources to do so, Manay CPA can handle it for you.
Common Filing Challenges
Filing form BE-13 is a complex process and entities may face challenges in understanding the purpose of every form and filling in the right information.
One way to avoid these challenges is to do some research to completely understand what these forms are and how to fill them. Alternatively, you may reach out to trusted experts like Manay CPA to help you in this process.
Below are the common challenges in filing Form BE-13
Valuation Issues
Calculating the accurate value of a foreign investment can be challenging, especially when foreign currencies must be converted to U.S. dollars. Given the wide fluctuations in currencies, knowing the guidelines for conversion rates is important. Moreover, it is hard to understand which transactions require filing. As a result, these confusions can lead to missed deadlines.
Documentation Gaps
Selecting the right BE-13 form is another key challenge. This can be particularly confusing in specific scenarios, like when an entity is established to acquire another entity. Selecting the wrong form can lead to additional work and sometimes even penalties, especially if the filing was done due to wilful intent.
Compliance Tips
Below are a few compliance tips that can help U.S. businesses address the above challenges.
- Get familiar with the different BE-13 forms, filing thresholds, and due dates.
- Keep detailed records of all transactions, as this can speed up the process of accurate filing.
- Stay on top of the deadline.
- Use industry-standard methodologies to ascertain the value of investments received from foreign investors.
- Classify every transaction correctly so you can select the appropriate BE-13 form.
- BEA offers online documentation and resources. Go through them to better understand the process.
- Take professional help if required.
With these tips, you can reduce compliance risks and ensure a smooth filing process.
Penalties and Enforcement
Form BE-13 is an important form for U.S. companies recieving foreign investment. Non-filing of this form can lead to severe penalties U.S. enterprises. Since investors own a substantial part of the companies, non-compliance cna impact their investments as well.
Non-compliance Consequences
Failure to submit form BE-13 within the specified deadlines can lead to the following financial and legal consequences.
- Civil penalties, ranging from $4,450 to $44,539.
- Wilful non-compliance can attract a maximum fine of $10,000. In the case of an individual, it can also include imprisonment for one year.
- Any officer, employee, or agent who willfully violates the BE-13 form filing can be subject to both a $10,000 fine and imprisonment.
- Enterprises may face reputational damage due to non-compliance.
Late Filing Penalties
While the BEA doesn’t explicitly provide a tariff structure for late filing, there could be penalties. In some cases, the BEA has waived penalties for minor delays. But, more prolonged delays can attract fines.
One way to avoid this penalty is to create an internal filing calendar for handling submissions. Additionally, work with a CPA firm to manage these filings.
Correction Procedures
Mistakes can happen when entering information on the BE-13 form. Here are the steps to rectify the information.
- As a first step, review the submitted form to know the errors that require correction.
- Once you identify the error, notify the BEA immediately through email or phone.
- Next, download another BE-13 form and enter the correct details.
- Collect the necessary documentation that can act as proof if required.
- Review the information on the new BE-13 form and check for accuracy.
- Submit the form.
- Follow up with the BEA to confirm receipt of the new form.
- Keep all copies of the communication for your records, as they can come in handy if any disputes arise in the future.
With these steps, you can rectify the incorrect information on your BE-13 form. In case of doubts or if you need help, contact Manay CPA, as they are well-versed in BE-13 form filing and can address your problems quickly.
Conclusion
Overall, filing the BE-13 form is necessary for U.S. companies receiving foriegn investment. This form must be filed by the U.S. enterprise, subject to the threshold limits. This form BE-13 guide 2025 has all the information you need to understand the different BE-13 forms, their criteria, and the detailed process of how to file them. You can also know the consequences of non-filing, the penalties involved, and ways to update incorrect filings.
We hope this information comes in handy to meet your obligations under this requirement. You can also contact Manay CPA to help you with this process.
Ensure Accurate Form BE-13 Filing – Get Expert Support from Manay CPA’s International Investment Team.
