Almost all major companies today are involved in international business activities or face competition from global sources. Increasingly, midsize firms, too, know that their success requires active participation in the world market. Doing business in the international arena can be highly profitable; however, it is often subject to a large array of domestic statutes and regulations governing exports, imports, international finance, overseas investments and the general conduct of business in or involving foreign jurisdictions. Bryan Cave LLP has long counseled clients in complying with such laws and, when necessary, in dealing with the governmental investigations and enforcement actions that can be a troubling part of the international regulatory landscape.
The International Trade Group offers timely legal advice on the full range of subjects necessary for clients engaged in international business, including:
Trade and Investment in Greater China
China Coverage When You Need It.
We are one of a few international firms who have resources to serve our clients on a 24/7 basis on issues throughout the Pacific Rim through its offices in Shanghai, Los Angeles, and Hamburg. With specialists throughout China, the United States and Europe, there is always a Bryan Cave professional available to advise on China-related issues when client needs arise. Chambers ranks Bryan Cave as one of the leading international trade firms in Asia.
Our Shanghai office primarily represents business clients in mergers and acquisitions, inbound and outbound investment, commercial contracts, government agency advocacy and controversies, cross-border intellectual property issues, dispute resolution and arbitration, labor and employment, infrastructure, construction, energy projects and customs advocacy throughout China as well as international trade disputes and anti-corruption investigations. Bryan Cave also acts as Chinese regional counsel to a number of US multinational companies and advises China-based clients on intra-regional transactions.
Bryan Cave’s China Practice Group in our Los Angeles and Hamburg focus on these issues as well as cross-border mergers and acquisitions. We represent US and European companies bringing their brands of products and services to capitalize on China’s estimated 250 million middle and upper class consumers. Our team has more than a decade of experience working with private equity funds invested in major technology and infrastructure projects involving China, Singapore, Hong Kong, the Philippines, Taiwan, Vietnam, Korea, Indonesia and Japan. Our China labor and employment team includes members in California and has extensive experience in structuring and harmonizing international employment and benefits arrangements.
Two Decades of Experience in China.
Many of Bryan Cave’s lawyers and advisors have two decades of experience in China business and investment, and they advise leading companies, institutions and governmental authorities in China regarding cross-border transactions, major infrastructure projects, financing arrangements, international arbitrations, and corporate restructurings. Our team includes former in-house counsels of major energy firms and PRC conglomerates. Advice is also given regularly to major international corporations and mid-size and smaller companies in connection with their investments, projects and ongoing business operations in China.
The Law Affecting Your Business.
We regularly establish wholly foreign-owned enterprises, foreign invested commercial enterprises, and branch/representative offices across China. Our team advises US and European investors in the development, sale and purchase of residential and commercial real estate, including hotels, power stations, toll roads and other infrastructure projects in China. We negotiate and prepare transaction documents running from complex joint ventures and acquisition agreements, to supply agreements, licenses, development agreements and other intellectual property and commercial transactions. Our team also frequently advises clients on the international bilateral tax treaty and PRC tax implications of their contemplated investment or business activities in China.
We defend US and other foreign companies in administrative and regulatory matters where their activities are being investigated by various PRC government agencies. We represent our clients in discussions with agencies such as the Ministry of Telecommunications and Information, the Ministry of Health, the Ministry of Foreign Affairs, the State Administration of Taxation and the General Administration of Customs. We maintain a network of consultants who team with Bryan Cave on matters related to the central government in Beijing as well as in key provinces and municipalities.
Local Coverage Across China Through Exclusive Alliance with Alpha & Leader.
In matters that require Chinese court appearances, our alliance with Chinese law firm Alpha & Leader allows our clients to benefit from both firms’ international experience and local knowledge. Alpha & Leader lawyers appear as lawyers of record and consult with their Bryan Cave colleagues to achieve effective results. Alpha & Leader lawyers are highly experienced in real estate and financing transactions and regularly represent major financial institutions such as Goldman Sachs, Citigroup, and DBS (Singapore) in China. Alpha & Leader has more than 120 lawyers in Guangzhou, Shanghai, Beijing, as well as secondary cities in China.
Through the alliance, Bryan Cave has affiliated offices in Beijing and Guangzhou. Bryan Cave’s teaming approach, using lawyers based in China in conjunction with those in the US, Middle East, and London offices, allows the firm to provide coordinated advice on both the local and international aspects of transactions and to staff projects in an efficient and cost effective manner.
Export Controls and Economic Sanctions
Bryan Cave LLP has one of the leading export controls practices among global law firms, and offers a comprehensive range of services relating to all of the major export controls and economic sanction regimes, including controls administered by the U.S. Departments of State, Commerce, Energy and Treasury as well as European Union and Member State export controls. Our group, characterized by its broad range of experiences and diverse client base, includes specialists in the International Traffic in Arms Regulations (ITAR), governing military products and technology controlled on the United States Munitions List (USML), Export Administration Regulations (EAR), governing commercial and "dual-use" items, sanctions programs administered by the Department of Treasury's Office of Foreign Assets Control (OFAC), EU and Member State dual-use and military export controls; and nuclear export controls administered by the Department of Energy and Nuclear Regulatory Commission, and controls related to certain chemicals and controlled substances administered by the Drug Enforcement Agency. Members of the group consist of lawyers and consulting professionals from our offices in the U.S., Asia and Europe.
Bryan Cave's export control practice covers the full spectrum of subjects necessary for clients engaged in international business, including:
- Jurisdiction and Classification Assessments
- Compliance Programs & Training
- Audits and Assessments
- Investigations & Enforcement
- Transactional & Due Diligence
- General Counseling
- Antiboycott Compliance
Together with Bryan Cave International Consulting, our team has been monitoring developments on export controls all over the world and have experience assisting multinational corporations on export controls concerns relating to their U.S., European and Asian operations. Our export controls group includes professionals who regularly advise clients in the computer, telecommunications, software, electronics, process management, aerospace, chemical and pharmaceutical industries on the proper export classification of and licensing requirements for their products.
Technology Transfer and Encryption
Companies establishing operations outside the United States such as manufacturers seeking to take advantage of lower-cost sources of supply, face distinct issues of export compliance. The International Trade Group includes lawyers experienced in advising companies with respect to the transfer of U.S.-origin software and technology to foreign locations. This includes experience in the regulation of independent software development outside the United States and the opening of service centers in countries like India and China.
Among the most pervasive form of regulated software in use today is encryption. The group includes lawyers experienced in representing some of the largest multinationals in the telecommunications, computer and software industries who routinely face issues of encryption regulation, under both U.S. and foreign law. The group includes individuals with technical degrees able to address the technical complexity of the issues presented under the encryption regulations.
Global Customs Law
The International Trade Group has a nationwide and global Customs practice, led by lawyers in Los Angeles, Chicago and Washington, D.C., including a number of lawyers formerly at U.S. Customs headquarters. The Firm’s Customs specialists regularly handle Customs audits and focused assessments in industries as diverse as automotive, electronics, semiconductors, aerospace, building materials and consumer products. They represent clients regularly in connection with Customs seizures, Customs enforcement of import relief measures, issues of classification and valuation, the CTPAT program, NAFTA rules, country of origin marking and clearance of imports. The team also defends against Customs actions in the Court of International Trade and Court of Appeals for the Federal Circuit.
The International Trade Group also provides Customs advisory services through offices in Asia.
Bryan Cave’s International Trade Group provides the following Customs services:
- Customs Compliance: Bryan Cave assists companies in designing Customs import processes that match their compliance and business needs. We draft importer standard operating procedures (SOPs), analyze U.S. Customs and Border Protection (CBP) import data to determine a company’s importing patterns and risk areas, train key company personnel on import compliance and advise companies on how to integrate recommended compliance measures into their business practices.
- Customs Counseling: The daily business of importing often results in legal issues that require immediate attention by outside Customs counsel. Bryan Cave routinely advises clients on the following topics that directly affect importers:
- Tariff classifications: All products imported into the customs territory of a country, including the United States and the various European nations, are subject to customs duties depending on how they are classified within the Harmonized Tariff Schedule (“HTS”) in effect at the time of importation. The HTS is an international tariff nomenclature system used by over 150 countries that contains thousands of descriptions of merchandise. The tariff classification of an article is the six to ten digit number that corresponds to each textual description. Although the tariff language of the HTS is uniform worldwide up to the first six digits, duty rates vary by country and a country has the option of adding additional tariff language differentiating articles at the eight to ten digit level. Bryan Cave routinely reviews the tariff classifications of multinational companies to ensure that their merchandise is classified correctly and the duty rates reported at customs entry for imported goods are correct.;
- Valuation: The amount of duty an importer pays to its customs authorities on an imported product is calculated by multiplying the applicable duty rate by the customs value of the product. In the United States, Europe and many other regions, customs valuation is based on the international valuation agreement adopted by the WTO. Transaction value − the price paid or payable for imported merchandise − is the primary methodology for valuing imported merchandise; importers must ensure that all elements of transaction value are reported to the customs authorities. Bryan Cave and its team of customs professionals assist companies in reviewing their import and financial records to ensure that all dutiable elements of value are identified and reported to the appropriate customs authorities, including dutiable assists (engineering, research and development, tools, dies, molds, etc.), royalties and licensing fees, and additional payments made to overseas manufacturers. In cases where an importer is related to the overseas seller of the imported goods, a review of the transfer price applicable to imported goods might be required to ensure that it satisfies the various tax and customs authorities requirements. Bryan Cave regularly reviews multinational companies' transfer pricing policies and advises them on their acceptability for both direct and indirect tax purposes.;
- Country of origin and marking requirements: Many industrialized nations, including the United States and certain European countries, require that at the time of importation, every article of foreign origin or its container must be marked with its country of origin. The purpose of these marking requirements is to disclose to the ultimate purchaser in the importing country the foreign origin of the imported article. The failure to mark imported merchandise properly may result in significant monetary penalties and the exclusion of goods from entry into the importing country. Bryan Cave advises clients on the acceptability of a product's marking for import purposes. In addition, the Firm often is involved during the product development stage to advise clients on the country of origin of a product for marking and other purposes based on the origin of its component parts and the country in which the product will be manufactured.;
- Entry requirements;
- Penalty actions;
- Enforcement of import relief measures;
- Foreign Trade Zones;
- Drawback; and
- Duty preference programs such as the North American Free Trade Agreement (NAFTA), the Generalized System of Preferences (GSP), the Common Effective Preferential Tariffs (CEPT) Scheme for ASEAN Free Trade Area (AFTA) and free trade agreements (FTAs), among others.
The capabilities we offer on these topics enable clients to realize significant savings in duties while, at the same time, maintaining their compliance with the Customs laws and regulations.
In the United States, when importers must appear before CBP or other U.S. government agencies in connection with their import activities, we represent them in obtaining rulings from CBP Headquarters and litigating in the Court of International Trade, Court of Appeals for the Federal Circuit and other appropriate venues when an administrative result is not satisfactory.
When clients have required a solution to a specific import issue that is not available at the national administrative or judicial level, Bryan Cave lawyers have drafted trade legislation for clients and successfully secured the introduction and passage of the bills in the U.S. Congress. We have also assisted global companies in obtaining advantageous resolutions at the World Customs Organization and similar multilateral bodies when they have found themselves adversely affected by Customs rules that are the subject of bilateral or multilateral trade disputes.
Anti-Corruption/Anti-bribery: US Foreign Corrupt Practices Act and UK Anti-bribery Act
Bryan Cave’s anti-corruption practice includes internal investigations of questionable payments and defense of charges as well as compliance advice, implementation of compliance programs and training of personnel. The Firm has handled major investigations in Latin America, Asia and the Middle East in a wide range of industry segments.
Members of the International Trade Group regularly work with Bryan Cave’s White Collar Defense and Investigations Group on anti-corruption matters. Our International Trade colleagues in foreign jurisdictions often use their foreign language and legal skills to help identify possible graft and illegal activity in tandem with our white collar defense colleagues, many who are alumni of the U.S. Department of Justice and U.S. Securities and Exchange Commission.
The Anti-boycott Regulations
Bryan Cave was one of the first U.S. law firms to open an office in the Middle East over 25 years ago. Companies operating in that part of the world face the added burden of ensuring compliance with the complex anti-boycott regulations administered by the U.S. Commerce Department aimed at ensuring that U.S. parties do not aid the Arab League boycott of Israel. Several of the lawyers in the International Trade Group in the United States and United Kingdom advise clients regularly on anti-boycott issues and provide anti-boycott compliance training to multinational companies. The group’s lawyers have also defended a number of the largest anti-boycott enforcement cases ever brought by the U.S. government.
International Business Expansion and Outsourcing
Members of the Firm’s International Trade Group represent private equity funds and corporate clients investing and operating in Europe, Asia and Latin America. We also represent non-U.S. clients with transactional, regulatory and dispute resolution matters in the United States. Our corporate clients come from a broad range of industries, from semiconductor technology, pharmaceuticals, software development, advertising services and automotive to construction and building products. We also advise multinational financial institutions in the United States, Europe and Asia on international banking and financial regulations affecting their operations. Many of our lawyers are fluent in foreign languages including Mandarin, Cantonese, Japanese, Spanish, French, Portuguese and German, and the group draws upon other Bryan Cave lawyers fluent in a variety of other languages in our network to assist our clients globally.
We have been particularly active in representing parties in outsourcing transactions. We represent corporations that outsource their manufacturing and information technology development needs to contract manufacturers and service providers overseas – frequently in China, India, and the Philippines. We also represent some of the largest global contract manufacturers and service providers in their business transactions and negotiations with U.S. original equipment manufacturers.
In this area, the International Trade Group’s lawyers can assist with:
- Joint Ventures, Strategic Alliances, International Mergers & Acquisitions
- Outsourcing Agreements
- International Supply, Distribution and Services Contracts
- Cross-border licensing agreements involving intellectual property rights
- International Due Diligence Investigations and Reviews
- Advice Relating to International Operations and Facilities