Filing Guidance

These best practices provide guidance to consider when formatting organizational charts for submission to CFIUS. They are intended only as general information to assist parties submitting information to CFIUS. Transaction parties must comply with the filing requirements as set forth in applicable legal authorities, which can be found on the Laws and Guidance page. These formatting suggestions are provided for informational purposes only and should not be construed to alter the meaning of the text of any applicable law. In the event of any perceived conflict or inconsistency between this guidance and any applicable law, applicable law controls to the extent of such conflict or inconsistency.

• Each chart is clearly labeled (for example, "[Foreign Person] Pre-Transaction Organizational Chart").
• For entities and individuals, full legal names are used. If using acronyms, all acronyms are defined either within the organizational chart or in an accompanying legend.
• For individuals, in addition to full name, the nationality or nationalities of the individual are included.
• The principal place of business and place of incorporation are labeled for each entity displayed in the organizational chart.
• For non-publicly traded entities, economic and voting interests are clearly labeled and total to 100 percent. A general notation may be inserted to indicate economic and voting interests are 100 percent unless stated otherwise.
• For publicly traded entities, the collective interest held by all shareholders that individually hold an interest of less than five percent is clearly indicated (for example, in one box in the organizational chart or in a notation).
• A legend defining any acronyms used, describing colors, shapes, and line types used, and providing other relevant notations, as applicable, is included in each organizational chart.
• If an organizational chart continues to another page or exhibit, a reference to the page or exhibit is included.
• The direction of ownership reads from top to bottom.
• Fonts are legible.

For visual reference examples, see CFIUS Organizational Chart Visual Examples.

Declarations and notices should present a clear, consistent transaction narrative supported by complete ownership, governance, and business activity information. Inconsistencies across exhibits and narrative responses are a common source of follow-up questions.

• Describe transaction structure, timelines, and all relevant agreements.
• Clearly identify direct and indirect ownership, including beneficial ownership.
• Explain governance rights before and after closing, including board and observer rights.
• Provide complete information on products, technologies, facilities, and data handled by the U.S. business.
• Address whether mandatory filing requirements may apply under 31 C.F.R. parts 800 and 802.
• Ensure all certifications and contact information are current and accurate at submission.

Use the Submission Instructions page for filing pathway details and operational submission steps.

Depending on transaction risk profile, CFIUS may request additional supporting details beyond baseline regulatory fields. Preparing these materials in advance can reduce follow-up cycles.

• Detailed ownership and control charts for parent entities and affiliates.
• Supplemental product, technology, and customer-use descriptions.
• Contract and facility context relevant to national security-sensitive operations.
• Information-security and data-governance controls for covered systems and datasets.
• Post-closing integration plans, access models, and operational governance details.
• Background details for key principals where relevant to transaction risk assessment.

Parties should submit complete and accurate information at the outset and promptly provide clarifications requested during review.