On June 27, 2011, the OMB approved the new TIC Form SLT which requires periodic reporting to the Federal Reserve of (i) securities issued by U.S.-resident issuers held directly by foreign residents; and (ii) foreign securities held directly by U.S.-resident investors. As a result, U.S investment managers and U.S funds or accounts managed by non U.S. investment managers may be required to file TIC Form SLT.
A U.S. resident manager will be required to complete and file Form SLT on behalf of all the U.S. funds and accounts it manages, and report on an aggregate basis the following information: (i) the ownership by such U.S. funds and accounts of any foreign reportable securities1 not custodied with a U.S. resident custodian2 ; and (ii) issuances by any such U.S. funds of their securities to foreign investors, if the total dollar amount in (i) and (ii) exceeds $1 billion. In the foregoing scenario, the funds and accounts do not have an independent filing obligation.
A fund managed by a non-U.S. resident manager will be required to complete and file Form SLT if it meets the $1 billion threshold described above on a separate basis. Such fund or account would have an independent filing obligation; its non-U.S. resident manager would have no filing obligation.
The first filing for TIC Form SLT will be required to be made by October 24, 2011 for the quarter ending September 30, 2011, the second filing will be required to be made on January 23, 2012 for the quarter ending December 30, 2011. Starting in 2012, the filing will be required to be made monthly, on the 23rd of each month, in connection with information related to the prior month-end.
For more information about the reporting requirements of Form SLT, please refer to our memorandum issued on May 2, 2011, entitled “Memorandum – Department of Treasury Proposes New Form SLT”.
If you have any questions concerning the foregoing, please contact your primary attorney in Seward & Kissel’s Investment Management Group.
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1 Reportable securities include equity, long-term debt, restricted stock, limited partnership interests, zero coupon bonds, convertible securities, ABS and floating rate notes, and various other similar interests. Reportable securities do not include short-term securities with an original maturity of one calendar year or less, derivatives, participations, bank deposits, precious metals or annuities.
2 A U.S. resident custodian is a custodian legally established in the United States, including branches, subsidiaries and affiliates of foreign custodians legally established and located in the United States.
