Practice/Industry Group Overview
Our International Trade practice assists clients in complying with both of the key categories of regulatory requirements governing exports from the U.S. The International Traffic in Arms Regulations (“ITAR”) administered by the State Department’s Directorate of Defense Trade Controls (“DDTC”) apply to defense-related exports. The Export Administration Regulations (“EAR”) administered by the Commerce Department’s Bureau of Industry and Security (“BIS”) apply to commercial or dual-use exports of products or technology. We guide clients through the U.S. licensing and export process for goods, services and data of all kinds. When requested by our client, we work directly with the responsible government agencies.
We support client interests in intellectual property protection and immigration matters when export control requirements become relevant to achieving the client’s objectives.
Our London office provides advice and assistance in connection with the U.K. and E.U. export control regimes, including licensing requirements, development of company compliance systems, employee training and guidance on developments in export controls requirements and trade sanctions. Our U.S. and E.U. capabilities give our clients a distinct advantage in finding effective solutions for cross border business.
Our lawyers provide effective guidance for compliance with U.S. economic sanctions administered by the Treasury Department’s Office of Foreign Asset Control (“OFAC”), including trade embargoes, asset freezes, export/import restrictions and designations of denied parties for trade purposes. OFAC enforces economic and trade sanctions based on U.S. foreign policy and national security goals against targeted foreign countries, individuals and entities. A U.S. person or company is generally prohibited from doing business with any of these denied parties. Our International Trade Compliance practice closely tracks the evolving restrictions in this area to ensure our clients’ ability to conduct business within the full scope of permissible activity.
U.S. Customs and Import Controls
We represent clients on U.S. import compliance matters, including tariffs, duty drawbacks, country of origin determinations under the North American Free Trade Agreement, and other trade treaties, Customs-Trade Partnership Against Terrorism (“C-TPAT”) designations, ruling requests, protest and prior disclosures to U.S. Customs and Border Protection and representation in administrative hearings regarding U.S. Customs Border Protection seizure of goods. We assist clients with their classification and valuation needs for customs purposes.
Companies engaged in export or import activities need to have effective risk-based compliance programs. Our lawyers assist in developing and implementing compliance programs that meet our clients’ needs as well as the expectations of government agencies. We can provide support on any of the elements of such programs, including risk assessments, codes of conduct, guidance on appropriate controls, targeted training, compliance monitoring, disciplinary procedures for violations and corrective action.
Investigations and Potential Disclosures
When compliance issues arise, our lawyers have deep experience in assessing the need for and conducting investigations. The need for an internal investigation may arise from allegations that come to the client’s attention from internal or external sources. Government enforcements agencies may commence their own investigation. Edwards Wildman has the capability to handle internal and government investigations in the U.S., U.K. and internationally. When the resolution of an internal or government investigation calls for remedial actions or compliance program redesign, our experienced lawyers provide effective assistance.
Issues arising in connection with exports, sanctions and import activities may raise questions of whether a voluntary disclosure to the appropriate government agency is advisable. Our lawyers can assist in weighing the risks and benefits of making a disclosure, framing the disclosure if one is made, and interacting with the government to achieve resolution of the issues.
Mergers and Acquisitions
In acquisitions or dispositions of businesses engaged in cross border activities, we assist clients with due diligence to assess and resolve potential issues in the areas of export, import and sanctions compliance. Depending on the nationality of the purchaser, clients ask us to address foreign ownership, control or influence (“FOCI”) issues under the U.S. Government National Industrial Security Program Operations Manual (“NISPOM”) or submissions to the Committee on Foreign Investment in the U.S. (“CFIUS”).
Edwards Wildman helps clients navigate the issues presented by CFIUS, the U.S. multi-agency Committee on Foreign Investment in the U.S. CFIUS has the authority to review all foreign investments in U.S. businesses that may affect national security, broadly interpreted. Proposed investments in U.S. defense contractors, technology companies and many other kinds of business are subject to CFIUS review. It is important to address potential CFIUS review thoughtfully, since a proposed transaction may be blocked or significantly restructured as a result of CFIUS review.