What Is a Foreign Private Issuer (FPI)?

Foreign Private Issuer (FPI)

A Foreign Private Issuer (FPI) is any foreign issuer desiring to raise capital in the U.S., unless:

• More than 50 percent of the issuer’s outstanding voting securities are held directly or indirectly by residents of the U.S.; and
• Any of the following applies:
  • The majority of the issuer’s executive officers or directors are U.S. citizens or residents;
  • More than 50 percent of the issuer’s assets are located in the U.S.; or
  • The issuer’s business is administered principally in the U.S.

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