[Code of Federal Regulations]

[Title 31, Volume 3]

[Revised as of July 1, 2005]

From the U.S. Government Printing Office via GPO Access

[CITE: 31CFR800.403]



[Page 941-942]

 

                  TITLE 31--MONEY AND FINANCE: TREASURY

 

  CHAPTER VIII--OFFICE OF INTERNATIONAL INVESTMENT, DEPARTMENT OF THE 

                                TREASURY

 

PART 800_REGULATIONS PERTAINING TO MERGERS, ACQUISITIONS, AND TAKEOVERS 

BY FOREIGN PERSONS--Table of Contents

 

                            Subpart D_Notice

 

Sec. 800.403  Treatment of certain voluntary notices.



    The Committee, acting through the Staff Chairman, may



[[Page 942]]



    (a) Reject voluntary notices not complying with Sec. 800.402;

    (b) Delay the beginning of the thirty-day review period until 

information specified in Sec. 800.402 has been furnished to the 

Committee;

    (c) Reject any voluntary notice at any time if, after the notice has 

been submitted and before action by the Committee or the President has 

been concluded, there is a material change in the transaction as to 

which notification has been made; and

    (d) Notify the party submitting a voluntary notice that an analysis 

of national security considerations will not be undertaken in cases 

where the Committee has found that a transaction presented is not 

subject to section 721.



    Example 1. The Staff Chairman receives a joint filing by Corporation 

A, a foreign person, and Corporation X, a company that is owned and 

controlled by U.S. nationals, with respect to Corporation A's intent to 

purchase all of the shares of Corporation X. The joint filing does not 

contain any information described under Sec. 800.402(c)(3) (iv) and (v) 

concerning classified materials and products or services supplied to the 

U.S. military services. The Staff Chairman may (1) reject the filing, or 

(2) delay the start of the thirty-day review period while the parties 

are asked to supply the omitted information.

    Example 2. Same facts as in first sentence of Example 1, except that 

the joint filing indicates that Corporation A does not intend to 

purchase Corporation X's Division Y, which is engaged in classified work 

for a U.S. Government agency. Corporations A and X notify the Committee 

on the 25th day of the 30-day notice period that Division Y will also be 

acquired by Corporation A. This fact constitutes a material change with 

respect to the transaction as originally notified, and the Staff 

Chairman may reject the notice.

    Example 3. The Staff Chairman receives a joint filing by Corporation 

A, a foreign person, and Corporation X, a company that is owned and 

controlled by U.S. nationals, indicating that Corporation A intends to 

purchase 10.5 percent of the voting securities of Corporation X. Under 

the particular facts and circumstances presented, the Committee 

concluded that Corporation A's purchase of this interest in Corporation 

X would not constitute control as defined in Sec. 800.204. The Staff 

Chairman may advise the parties in writing that the transaction as 

presented is not subject to section 721 and that no analysis of national 

security considerations has been undertaken.