International Trade, Investment & National Security
Businesses operating in the 21st century global economy face numerous regulatory challenges, political uncertainty, and cross-border legal risks. We understand these evolving facets of doing international business and help clients mitigate risk and maintain compliance with U.S. and foreign trade laws.
Access to foreign capital is essential to the growth of many American businesses, but such investments can implicate review by the Committee on Foreign Investment in the United States (CFIUS). To successfully navigate regulatory analyses and potential filings with CFIUS, it is critical to understand the intricate legal, commercial, political, and public relations issues that may arise.
Given the importance of unimpaired access to foreign markets, disruption-free supply chains, and avoiding severe civil and criminal penalties (including loss of export privileges), companies and their executive management engaged in foreign trade cannot afford to be uninformed or lax in export control and trade sanctions compliance.
Areas of Focus
From clearing regulatory hurdles, to conducting due diligence, to litigating on behalf of clients facing government scrutiny, our international trade, investment and national security attorneys' practice runs the full gamut of legal services to help your company reach overseas markets and bring deals to fruition.
CFIUS/FIRRMA, DCSA & "Team Telecom"
Export Controls/Trade Sanctions
Failure to comply with strict U.S. export controls and trade sanctions could do more than cost your company access to vital foreign markets or disrupt its supply chain—it could also result in significant monetary penalties, criminal prosecution, and loss of export privileges. Our seasoned attorneys guide companies engaged in exports of products, technologies, and services to controlled persons and destinations, and advise them in international financial transactions with controlled or sanctioned parties.
U.S. companies doing business with foreign counter-parties may be confronted by demands that they participate in, or provide information that supports, unlawful foreign boycotts. Engaging in such conduct, or failing to report boycott activity to U.S. authorities, can violate the antiboycott provisions of the Export Administration Regulations and the Internal Revenue Code, carrying with it significant penalties. Yet, due to laws' complexities, it may not always be apparent that requested conduct would violate these laws. DWT's experienced trade lawyers help our clients to understand the nuances of, and maintain compliance with, U.S. antiboycott laws.
Foreign Corrupt Practices Act
As companies and institutions increasingly rely on third-parties to carry out global operations, they may find themselves exposed to DOJ and SEC enforcement actions under the anti-bribery/anti-corruption provisions of the FCPA and related anti-money laundering (AML) laws. Further, U.S. companies engaged in M&A with foreign entities may be liable as successors for pre-existing FCPA violations committed by the acquired firm.
Imports and Tariffs
The responsibility for compliance with U.S. import and tariff regulations rests squarely on the company importing the products and materials. These complex, confusing trade regulations can put tremendous strain on a company's global supply chain and operations, and result in severe monetary penalties for errors.
Supply Chain Security Controls – Energy, Telecom, and Beyond
In today's global economy, selecting the right vendor for your energy infrastructure project means thinking about more than which contractor can deliver for your bottom line. Heightened enforcement by the Federal Energy Regulatory Commission (FERC) and the North American Electric Reliability Corporation (NERC) means that companies need to carefully vet their third-party vendors and subcontractors to maintain regulatory compliance and to protect the nation's electric grid and gas pipelines from both physical and cyber threats and attacks.
Government Contract Security Controls
Interim rules under the Defense Authorization Act prohibit government contractors from providing "covered telecommunications equipment or services" of designated Chinese vendors to federal government customers. Further, these rules impose restrictions upon contractors regarding the use of covered telecommunications equipment or services, regardless of whether or not the technology is used in the provision of goods or services to federal entities, and require contractors to conduct reasonable inquiries and provide representations regarding compliance. Failure to comply with these requirements can constitute a breach of contract and violation of the False Claims Act, and lead to contract termination, debarment, and other potentially serious financial and legal consequences.
Foreign Agent Registration Act (FARA)
FARA requires certain persons ("agents") who promote the interests of foreign principals in the United States through political, media or other specified activities to make periodic public disclosures regarding their relationship with the foreign entity. Enforced by the National Security Division of the Department of Justice, violations can lead to harsh criminal penalties (including imprisonment and fines), and civil injunctions to compel registration.
With an increased focus on foreign influence in U.S. politics and policy-making, it is vitally important for companies and their agents to maintain strict compliance with FARA to avoid government scrutiny.
A Deeper Dive
Our team has the expertise, depth, and sound judgment to assist you in making the strategic choices necessary to navigate your way safely through complex national security issues.
Clients relying on our advice include domestic and international companies across a wide range of industrial sectors that provide a diverse array of products, technologies, and services.
ITINS: Contact us
Our team commits itself to issues that arise around CFIUS/FIRRMA reviews, similar Team Telecom clearances, export control and trade sanctions compliance and enforcement, energy and telecommunications infrastructure and supply chain requirements, customs and import requirements, and responses to government investigations and enforcement actions in all of these areas.
Most recently, for example, we have analyzed several transactions involving investments by technology-related Chinese companies, provided extensive advice regarding the structuring and staging of the transactions to deal with CFIUS and export control regulatory issues, and are guiding clients through voluntary self-disclosure to multiple U.S. government agencies of extensive export control and trade sanctions violations.
CFIUS and Team Telecom
Our team has analyzed numerous transactions under CFIUS and, more recently, FIRRMA, and successfully guided transactions through CFIUS and Team Telecom regulatory review when appropriate. Recent examples include:
CFIUS Notice (National Security Review)
Successful clearing of an acquisition (after investigation) by a non-U.S. company of a target associated with access to international airports.
CFIUS Notice (National Security Review)
Successful clearing of a transaction involving acquisition of uranium assets.
CFIUS Notice (National Security Review)
Successful clearing of a telecommunications transaction notified to, but not filed with, CFIUS.
Team Telecom Reviews
Successful clearance of multiple foreign investments in, or acquisitions of, telecommunications facilities in the United States and negotiation of mitigation agreements and conditions, including, for example, guiding a Middle Eastern investment fund through CFIUS and Team Telecom review of a transaction involving undersea cables for transport of telecommunications and data between the United States and Europe.
Export Control and Trade Sanctions Compliance
Natural resource company
Represented international natural resource company in proceedings involving voluntary self-disclosure of apparent violations to the Departments of Commerce, Justice, and Agriculture, and the Census Bureau, with respect to systemic violations of Export Administration Regulations, Federal Trade Regulations, and other federal laws.
Major technology company
Advised major technology company regarding contract-termination and licensing issues involving Huawei and other Chinese entities on the Bureau of Industry and Security (BIS) Entity List.
Advised federal contractors in connection with mandatory Supply Chain operational and disclosure obligations under federal procurement law, including FAR and False Claims Act.
Defense of technology company in BIS enforcement action involving allegedly illegal export of equipment and technology to Chinese aerospace university, resulting in only a warning letter and no finding of violation or penalties.
Multi-year advice to U.S. company's Russian subsidiary regarding sales of equipment to Russian customers, including those allegedly controlled by Russian "oligarchs" on the Specially Designated Nationals List (SDN).
Nonprofit health organization
Advised nonprofit global health organization on its ability to admit, collaborate with, and receive funding from entities from countries against which the United States maintains trade sanctions and embargos.
Employment of non-U.S. citizens
Advised numerous employers on their ability to employ foreign nationals who are not U.S. citizens or "green card" holders, and the need to obtain "deemed export" licenses from BIS.
Communications technology provider
Advised leading provider of communications technology regarding approvals and prohibitions on the import and distribution of products with encryption features, including licenses required under foreign regulations in Europe, Asia, and the Middle East.
Provided advice to medical center regarding export classification requests for biological materials.
Children's hospitalProvided advice to children's hospital on export issues concerning fundamental research.
Represented seller that manufactured electronic throttle controls used in both commercial and military vehicles.
Chinese buyer in aviation industryRepresented Chinese buyer acquiring non-U.S. aviation company whose U.S. subsidiary possessed ITAR-controlled aircraft parts and related technical data, and had facilities located in the United States adjacent to U.S. military facilities.
Foreign buyers of U.S. toll highways
Represented foreign buyers in obtaining regulatory approvals of acquisition of toll highways in the United States.