BE-10 Filing Season Is Here: Do You Need To Report Your Foreign Holdings?

Many U.S. persons are starting to receive letters indicating they have a filing requirement with respect to foreign business enterprises held at the end of their 2024 fiscal year. Additionally, U.S. persons that don’t receive a letter may still have a filing requirement.

See the information below for common frequently asked questions to help you determine if this filing applies to you and/or your company.

What Is the BE-10 Benchmark Survey?

Every five years, the Bureau of Economic Analysis (BEA) (a division under the U.S. Department of Commerce) issues a survey to gather statistical information related to U.S. investment in international entities. The purpose of the survey is to gather economic statistics designed to understand the role of the United States in the global economy as well as provide statistics on U.S. direct investment abroad.

While there are other surveys issued at different intervals, the BE-10 is the most widespread survey that requires the most participation. This is a benchmark survey that is intended to gather comprehensive summaries related to business entities, transactions, and financial information.

For reference, here are some basic definitions:

• U.S. Person – an individual, branch, partnership, associated group, association, estate, trust, corporation, or other organization that is a resident in, or subject to, the jurisdiction of the U.S.
• United States (U.S.) – the U.S. consists of the 50 states, the District of Columbia, the Commonwealth of Puerto Rico, and all territories and possessions of the U.S.
• U.S. Reporter – a U.S. person that has a direct investment in a foreign affiliate and must file a Form BE-10 report.
• Foreign Affiliate – A business enterprise located outside of the U.S. in which a U.S. person holds a 10% or more voting interest (or equivalent).
• Business Enterprise – any organization, association, branch, or venture which exists to make profit and owns any real estate.
• Real Estate – businesses engaged in renting or leasing real estate to others, managing real estate for others, selling, buying, or renting real estate for others, or providing real estate related services.
• Fully Consolidated U.S. Domestic Business Enterprise – U.S. business enterprises not owned greater than 50% by another U.S. business enterprise and, proceeding down the chain of ownership, any U.S. business enterprise whose voting securities are more than 50% owned by the U.S. business enterprise above it.

Do I Need To Complete the Survey and Will My Data Be Confidential?

Reporting on BEA’s surveys is mandatory under the International Investment and Trade in Services Survey Act (PL 94-472, 90 Stat. 2059, 22 USC 3101-3108, as amended). This act guarantees confidentiality of the data submitted. The BEA will only report information collected in aggregate and takes great measures to ensure the confidentiality of individual reporters’ data. Additionally, the only people that have access to the data are officials and employees of government agencies that are designated by the President to perform functions under the act.

What if I Don’t Complete the BE-10 Reporting?

There are civil and criminal penalties associated with this filing. A failure to report shall be subject to civil penalties. Non-willful penalties can range from $5,911 and up to $59,114. If the failure is deemed to be willful, the following could be imposed:

• Individuals – Fine and/or imprisonment of up to one year
• Entity – Any officer, director, employee, or agent of any corporation who knowingly participates in such violations (upon conviction) may be punished by a fine and/or imprisonment.

Who Must Complete the Survey?

All U.S. persons (U.S. Reporter) that own (directly or indirectly) 10% or more of the voting stock of an incorporated foreign business enterprise or equivalent interest of an unincorporated foreign business enterprise (foreign affiliate) are required to report.

It’s important to note that U.S.-owned foreign real estate is considered a foreign affiliate. This includes (but is not limited to):

• Single unit rental properties which the owners use for part of the year and rent out for the rest of the year.
• Multi-unit residential/commercial property which leases out apartments and/or retail space.
• Equity REITs that are primarily engaged in leasing buildings or other real estate properties to others.

This excludes:

• Foreign residential real estate held by a corporation for the personal use of the corporation owner(s).
• Foreign residential real estate that is the owner’s primary residence, which is temporarily leased while the owner is outside the foreign country and residing in the U.S., provided the owner intends to return and reoccupy it as their primary residence.

U.S. reporters are not required to report investments in foreign affiliates that are private funds if they meet both of the following criteria:

1. The private fund does not own (directly or indirectly) an operating company (a business enterprise that is not a private fund or holding company) in which the consolidated U.S. reporter owns at least 10% of the voting interest, and
2. If the U.S. Reporter owners the private fund indirectly (through one or more other business enterprises), there are no “operating companies” between the consolidated U.S. reporter and the indirectly owned foreign private fund.

How Do I File?

The surveys of U.S. direct investment abroad may be filed electronically on BEA’s e-file system on the BEA website. Forms can also be mailed or faxed to BEA. Previous filers and/or those notified by the BEA that they have a filing requirement have been assigned a BE-10 ID and need to use that ID on this filing.

What Are the Due Dates?

• May 30, 2025 – A complete BE-10 report is due for a U.S. reporter required to file fewer than 50 Forms BE-10B, BE-10C, and/or BE-10D.
• June 30, 2025 – A complete BE-10 report is due for a U.S. reporter required to file 50 or more Forms BE-10B, BE-10C, and/or BE-10D.

Which Form Do I Complete?

The BE-10 survey has five forms. A U.S. reporter must file on a fully consolidated U.S. domestic business enterprise basis and for each of its foreign affiliates (whether they are held directly or indirectly). The U.S. reporter is required to report for each foreign affiliate; however, the U.S. reporter may file a consolidated report for affiliates in the same country when they are in the same detailed industry or when they are an integral part of the same business operation.

• Form BE-10A – This form is filed for all U.S. reporters with foreign affiliates. It includes details on total assets, sales, and net income for the business, including U.S. components of the business.
• Form BE-10B – This form is filed for each majority-owned foreign affiliate of a U.S. parent that has assets, sales, or net income of more than $80 million.
• Form BE-10C – This form is filed for each majority-owned foreign affiliate whose assets, sales, or net income exceed $25 million but none of these items are greater than $80 million. Also, this form is filed for each minority-owned affiliate whose assets, sales, or net income exceed $25 million.
• Form BE-10D – This form is filed for foreign affiliates that have assets, sales, or net income of less than $25 million.
• Form BE-10 Claim for Not Filing – This form would be filed if the reporting entity determines it does not need to file, but it was notified by the BEA that filing is required.

All U.S. reporters will file one Form BE-10A and then a separate BE-10B, BE-10C, or BE-10D for each foreign affiliate. See BE-10 instructions on the BEA’s website for further guidance and examples.

This report does not fall under the purview of the Internal Revenue Code and must be submitted under penalties of perjury. KSM cannot complete these filings on the behalf of clients; the above information is for awareness purposes only. If you need additional information, please go to the BEA filing page.