The lawyers on our international trade, national security, and economic sanctions team represent and advise clients on economic sanctions, investigations associated with export and import issues, due diligence, licensing, compliance matters, enforcement settlements, and national security matters. Working with defense, high-tech and other global businesses, universities, and nonprofits, we counsel on regulatory compliance and enforcement related to Export Administration Regulation (EAR) and International Traffic in Arms Regulations (ITAR); US government national security and Committee on Foreign Investment in the United States (CFIUS) reviews; import laws; Office of Foreign Assets Control (OFAC) sanction programs; and anti-boycott regulations.
We regularly interact and communicate with government agencies, such as the Directorate of Defense Trade Controls (DDTC), US Bureau of Industry and Security (BIS), US Customs and Border Protection (CBP), the Bureau of Alcohol, Tobacco, Firearms, and Explosives (ATF), and the OFAC.
Our team conducts classified and non-classified investigations and, where appropriate, guides clients through the OFAC, EAR, and ITAR voluntary and directed disclosure procedures. We also determine export jurisdiction and classification on behalf of clients. Our lawyers prepare commodity jurisdiction and classification requests, and develop licenses, agreements, and technology control plans. We also create and review compliance policies, manuals, and procedures, and conduct compliance training for employees.
We advise US and non-US companies on the worldwide application and extra-territorial jurisdiction of OFAC’s unilateral and multilateral embargoes and sanctions against countries, entities, and individuals. These sanctions programs are based on the International Emergency Economic Powers Act (IEEPA), the Trading with the Enemy Act (TWEA), and other acts of Congress and executive orders, such as the Comprehensive Iran Sanctions, Accountability, and Divestment Act and the National Defense Authorization Act.
Our team has counseled clients on OFAC’s prohibitions on dealings with sanctioned countries as well as dealings with sanctioned parties, including Specially Designated Nationals (SDNs), Foreign Sanctions Evaders (FSEs), and parties on the Special Sector Industry List (SSIs) as well as deemed SDNs and deemed SSIs.
We assist clients in drafting and revising their OFAC compliance procedures and conducting compliance reviews, compliance assessments, and compliance training. Where necessary, we work with clients in obtaining specific transactional licenses and in determining the applicability of the OFAC’s diverse general licenses (exemptions). Further, we guide clients through the voluntary and/or directed disclosure process, and assist them in dealing with OFAC’s requests for information, administrative subpoenas, settlement discussions, and enforcement actions.
To promote national security and foreign policy objectives, the US government controls exports of sensitive commodities, technology, and software under either the ITAR or EAR. We help clients navigate these controls, assisting both US and non-US companies with matters arising under various US and non-US export control laws and regulations.
Our lawyers counsel clients on ITAR and EAR export controls. We conduct civil and criminal investigations, and assist clients in preparing voluntary disclosure submissions and/or responses to directed disclosures. We also assist clients in settlement discussions with US federal authorities when export violations have occurred. We assist with all stages of export procedures, including determining initial export control jurisdiction, applying for export licenses from the BIS, DDTC, or other government agencies, and developing export record retention systems.
We develop comprehensive export compliance policies and programs, documented in manuals that consider all relevant export regulations. We also conduct compliance reviews, assessments, and training. Finally, to enable our clients to assess potential successor liability in merger, acquisition, and divestiture transactions, our team conducts pre-acquisition due diligence export compliance reviews.
The CBP is responsible for regulating the import of goods and services into the United States and enforcing its own regulations, as well as those import related regulations of other US government agencies. We assist importers with achieving and maintaining full compliance with all relevant import laws and regulations.
We review clients’ import records to develop a fundamental understanding of their current import procedures and evaluate the extent to which existing procedures comply with relevant US import laws and regulations. We ensure that clients’ import transactions are appropriately classified and valued, and summarize any compliance problems we find. We also recommend corrective actions when necessary, including preparing and submitting prior disclosures. We navigate clients through the informed compliance letter process, the focused assessment process, and assist clients in dealing with detention, seizure, and redelivery notices. We also draft import compliance policies and manuals, conduct compliance training, evaluate country-of-origin markings, draft requests for ruling letters from the CBP, and determine eligibility for and compliance with free-trade agreements (FTAs). Finally, to enable our clients to assess potential successor liability in merger, acquisition, and divestiture transactions, our team conducts pre-acquisition due diligence import compliance reviews.
Our lawyers are well-positioned to counsel clients on national security and CFIUS matters given their diverse backgrounds in military service and previous employment by the US Department of Defense (DOD), the US Department of Commerce, and several private-sector defense companies.
Clients frequently turn to us for assistance with national security matters involving the DOD, and the US departments of State, Commerce, Treasury, Homeland Security, and the Defense Security Service. We conduct classified investigations and represent clients in submissions to and investigations by CFIUS. We counsel clients on US national security regulatory issues associated with specific transactions as well as with general compliance matters, including issues involving the National Industrial Security Program Operating Manual.
When facility clearance or classified contracts are an issue under DOD contracts, we deal with CFIUS and related US government agencies. We additionally work with clients to mitigate potential Foreign Ownership, Control, or Influence (FOCI) issues, and enter into special security agreements when necessary to obtain clearance for a proposed transaction. We also assist clients facing national security enforcement actions from agencies including the US departments of Justice, Homeland Security, and Customs, and the Federal Aviation Administration, representing them in civil enforcement matters and working with criminal counsel when necessary.
The US government enacted anti-boycott laws to prevent US firms and overseas operations owned or controlled by US firms from participating in foreign boycotts that the United States does not support. US firms and their owned or controlled foreign operations must report foreign boycott requests and agreements to comply with, further, or support an unsanctioned foreign boycott to the US Department of Commerce’s Office of Antiboycott Compliance and the US Department of the Treasury. We help clients identify specific boycott requests, train personnel to comply with the regulations, and report to the appropriate authorities.
We regularly advise clients on all aspects of the anticorruption laws, the Foreign Corrupt Practices Act, and the UK Bribery Act. Our team provides training, performs risk assessments, and analyzes specific business transactions and communications for potential violations. We perform due diligence on third parties, joint ventures, and acquisition targets. We also work with our white collar litigation and government investigations team in connection with internal and government investigations and voluntary disclosures to governmental authorities.
We advise clients on US antidumping and countervailing duty proceedings—including investigations, annual reviews, and sunset reviews—and assist them in obtaining scope rulings. Representing petitioners and respondents, we counsel non-US clients and their importers on minimizing exposure to antidumping or countervailing duty assessments as well as on compliance with antidumping and countervailing duty orders. Our lawyers have worked directly with and for the agencies responsible for administering antidumping laws and creating US trade remedy policy, providing them with deep insight into regulators’ expectations and strategies.
Our lawyers advise on anti-money laundering (AML) rules and regulations, with a focus on issues involving the US Bank Secrecy Act, the US Patriot Act, and the Financial Crimes Enforcement Network regulations. We are particularly well versed in counseling financial institutions with applying and complying with AML laws and regulations. We assist clients with reviewing, drafting, and implementing AML compliance policies and protocols, and we provide training to employees at all levels. Because every company is different, we tailor these programs to clients’ specific business needs.
We frequently handle trade-based money laundering matters, and their link to multiple OFAC embargo and country sanctions regulations. We also counsel clients on the aspects of sanctioned persons screening, including Specially Designated Nationals and blocked parties.
As required by agencies or under the applicable AML regime, we assist clients with filing registrations, reports, and other related documentation with the relevant US government agencies. We also assist with establishing and strengthening AML compliance programs and developing systems for maintaining required records. We provide ongoing training to employees about applicable AML regimes, and, when necessary, periodically audit AML procedures programs.
Encryption controls are complex, and the associated regulatory requirements are not readily apparent to either US or non-US clients. Moreover, the application of encryption controls affects many business sectors, including financial, power industry, healthcare, and communications. We advise clients on implementing procedures to identify and classify products which incorporate encryption features, either self-developed products or products obtained from vendors (e.g., IT systems and software applications). In addition, we regularly engage the US Commerce Department’s BIS to assist clients in classifying encryption products, obtaining export licenses for encryption items, and providing clients guidance on applicability of the regulatory requirements for uploading and downloading encryption items via cloud-based applications.
We perform pre-acquisition due diligence reviews to ensure compliance with relevant US and non-US export and import control laws and regulations. We conduct pre-closing and post-closing due diligence, export and import compliance reviews, and complete audits for new mergers, acquisitions, and divestitures. When situations warrant, we prepare and submit required legal notifications regarding change in ownership and foreign ownership and other relevant notifications and disclosures to government departments and agencies. To avoid business interruptions, we work closely with the DDTC, BIS, and OFAC to ensure licenses, agreements, and other government authorizations are timely issued.
A key component of any global business transaction is to thoroughly assess the most efficient, cost-effective, and secure way to move goods through the stream of commerce. By using alternative carriers and transportation mechanisms, shippers can develop specific strategies to minimize the cost of moving products to foreign marketplaces, and reduce their liabilities as much as possible.To identify available alternative carriers and transportation mechanisms, shippers must deal with international transportation law. This law is an amalgam of private contractual arrangements, national laws, and international treaties such as the Carriage of Goods by Sea Act and the Warsaw Convention. In such matters we represent shippers, customs brokers, freight forwarders, non-vessel operating common carriers, air carriers, ocean carriers, and warehouse operators.