[Code of Federal Regulations]
[Title 31, Volume 3]
[Revised as of July 1, 2008]
From the U.S. Government Printing Office via GPO Access
[CITE: 31CFR800.204]

[Page 698-699]
 
                  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 
 
                          Subpart B_Definitions
 
Sec. 800.204  Control.

    (a) The term control means the power, direct or indirect, whether or 
not exercised, and whether or not exercised or exercisable through the 
ownership of a majority or a dominant minority of the total outstanding 
voting securities of an issuer, or by proxy voting, contractual 
arrangements or other means, to determine, direct or decide matters 
affecting an entity; in particular, but

[[Page 699]]

without limitation, to determine, direct, take, reach or cause decisions 
regarding:
    (1) The sale, lease, mortgage, pledge or other transfer of any or 
all of the principal assets of the entity, whether or not in the 
ordinary course of business;
    (2) The dissolution of the entity;
    (3) The closing and/or relocation of the production or research and 
development facilities of the entity;
    (4) The termination or non-fulfillment of contracts of the entity; 
or
    (5) The amendment of the Articles of Incorporation or constituent 
agreement of the entity with respect to the matters described at 
paragraph (a) (1) through (4) of this section.
    (b) In examining questions of control in situations where more than 
one foreign person has an interest in a U.S. person, consideration will 
be given to factors such as whether the foreign persons are related and/
or whether they have commitments to act in concert.