[Federal Register Volume 68, Number 66 (Monday, April 7, 2003)]
[Rules and Regulations]
[Pages 16720-16721]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 03-8302]


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DEPARTMENT OF THE TREASURY

31 CFR Part 800


Office of International Investment; Regulations Pertaining to 
Mergers, Acquisitions, and Takeovers by Foreign Persons

AGENCY: Department of the Treasury.

ACTION: Final rule.

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SUMMARY: This final rule amends regulations that implement section 721 
of Title VII of the Defense Production Act of 1950 (the ``DPA''), as 
added by section 5021 of the Omnibus Trade and Competitiveness Act of 
1988. This rule amends only those provisions relating to the filing of 
voluntary notice with the Committee on Foreign Investment in the United 
States (CFIUS).

DATES: This final rule is effective as of April 7, 2003.

FOR FURTHER INFORMATION CONTACT: Gay Sills, Director, Office of 
International Investment, Department of the Treasury, 15th Street and 
Pennsylvania Ave., NW., Washington, DC 20220, (202) 622-1860.

SUPPLEMENTARY INFORMATION: Section 136 of the Defense Production Act 
Amendments of 1992 (Pub. L. 102-558) amended section 709 of the DPA by 
requiring that any regulation issued under the DPA be published in the 
Federal Register and that opportunity for public comment be provided 
for not less than thirty days. Accordingly, this regulation was 
published in proposed form in the Federal Register on November 21, 
2002. The Treasury Department received no comments. The regulations are 
therefore now being published in final form, exactly as proposed.
    This final regulation provides parties that file a notice with 
CFIUS under section 721 with the option of filing electronically, 
providing just a single paper copy to CFIUS, or the option of 
continuing the current practice of providing CFIUS 13 paper copies. By 
filing electronically, companies could substantially decrease the 
paperwork burden of providing CFIUS notice under section 721.

Executive Order 12866

    These regulations are not subject to the requirements of Executive 
Order 12866 because they relate to foreign and military affairs 
functions of the United States.

Paperwork Reduction Act

    The collections of information provided for in this rule have been 
previously reviewed and approved by the Office of Management and Budget 
in accordance with the Paperwork Reduction Act of 1980 (44 U.S.C. 3501 
et seq.) under OMB control number 1505-0121. The proposed rule does not 
change the information collection other than to permit an alternative 
means of submitting notice to the Committee on Foreign Investment in 
the United States.

Administrative Procedure Act

    Because this final rule relates to foreign and military affairs 
functions of the United States, it is not subject to a delayed 
effective date pursuant to 5 U.S.C. 553(a)(1).

Regulatory Flexibility Act

    This regulation implements Section 721 of the Defense Production 
Act of 1950 (``Section 721'') (50 U.S.C. App. 2170)(''DPA''). Section 
709 of the DPA (50 U.S.C. App. 2159) provides that the regulations 
issued under it are not subject to the rulemaking requirements of the 
Administrative Procedure Act (5 U.S.C. 553). Notwithstanding this 
exemption, section 709 of the DPA was amended by section 136 of the 
Defense Production Act Amendments of 1992 (Pub. L. 102-558) to require 
any regulation issued under the DPA to be published in the Federal 
Register for at least thirty days to provide for public comment. This 
requirement subjected the proposed regulation to the Regulatory 
Flexibility Act (5 U.S.C. 601 et seq.). It is hereby certified that 
this final rule will not have a significant economic impact on a 
substantial number of small entities. When the proposed rule was 
published, the Treasury Department estimated that an average filing 
requires about 60 hours of preparation time. This final rule will 
permit parties to file notifications electronically, which is expected 
to reduce the preparation time somewhat because it will no longer be 
necessary to provide 13 paper copies of a filing. Instead, a filer can 
provide a single paper copy to the Treasury Department along with the 
electronic filing. Therefore, the impact of the final rule on small 
companies that file notifications with CFIUS is expected to be 
marginally beneficial.

List of Subjects in 31 CFR Part 800

    Foreign investments in United States, Investigations, National 
defense,

[[Page 16721]]

Reporting and recordkeeping requirements.

Authority and Issuance

0
For the reasons set out in the preamble, 31 CFR part 800 is amended as 
follows:

PART 800--REGULATIONS PERTAINING TO MERGERS, ACQUISITIONS, AND 
TAKEOVERS BY FOREIGN PERSONS

0
1. The authority citation for part 800 continues to read as follows:

    Authority: Section 721 of Pub. L. 100-418, 102 Stat. 1107, made 
permanent law by section 8 of Pub. L. 102-99, 105 Stat. 487 (50 
U.S.C. App. 2170) and amended by section 837 of the National Defense 
Authorization Act for Fiscal Year 1993, Pub. L. 102-484, 106 Stat. 
2315, 2463; E.O. 12661, 54 FR 779, 3 CFR, 1988 Comp., p. 618.


0
2. Section 800.401 is revised to read as follows:


Sec.  800.401.  Procedures for notice.

    (a) A party or parties to an acquisition subject to section 721 may 
submit a voluntary notice to the Committee of the proposed or completed 
acquisition by:
    (1) Sending thirteen copies of the information set out in Sec.  
800.402 to the Staff Chairman of the Committee on Foreign Investment in 
the United States (``Staff Chairman''), Office of International 
Investment, Department of the Treasury, 15th Street and Pennsylvania 
Avenue, NW., Washington, DC 20220; or
    (2) Sending:
    (i) One signed paper copy of the information set out in Sec.  
800.402 to the Staff Chairman of the Committee on Foreign Investment in 
the United States (``Staff Chairman''), Office of International 
Investment, Department of the Treasury, 15th Street and Pennsylvania 
Avenue, NW., Washington, DC 20220; and
    (ii) One electronic copy of this same information in Adobe Acrobat 
(PDF) or Microsoft Word format to the following e-mail address: 
[email protected]. Electronic filings that exceed 5 Megabytes (MB) 
will need to be divided into smaller transmissions of no more than 5 MB 
each, which should be sent individually as attachments to separate e-
mails.
    (b) Any member of the Committee may submit an agency notice of a 
proposed or completed acquisition to the Committee through its Staff 
Chairman if that member has reason to believe, based on facts then 
available, that the acquisition is subject to section 721 and may have 
adverse impacts on the national security. In the event of agency 
notice, the Committee will promptly furnish the parties to the 
acquisition with written advice of such notice.
    (c) No agency notice, or review or investigation by the Committee, 
shall be made with respect to a transaction more than three years after 
the date of conclusion of the transaction, unless the Chairman of the 
Committee, in consultation with other members of the Committee, 
requests an investigation.
    (d) No communications other than those described in paragraphs (a), 
(b) and (c) of this section shall constitute notice for purposes of 
section 721. In any case where a party or parties file(s) 
electronically under paragraph (a) of this section, the signed paper 
copy shall constitute the original copy, and CFIUS will not notify the 
parties of its acceptance of a filing until the original copy has been 
received by the Office of International Investment.

John B. Taylor,
Under Secretary of the Treasury.
[FR Doc. 03-8302 Filed 4-4-03; 8:45 am]
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