Our multidisciplinary international practice provides comprehensive counsel to companies doing business on a global basis. We help our clients achieve their international business goals and overcome the challenges posed by cross-border business dealings, including unfamiliar laws, alternative business practices, cultural differences, bureaucratic red tape and foreign language issues.
We have extensive experience helping clients prioritize, structure, document and achieve their global business objectives. We are able to enhance our capabilities by utilizing our network of relationships with select law firms in key jurisdictions around the world. This network extends our reach far beyond the U.S. market and provides clients with the full range of qualified legal advice, enabling us to collaborate with trusted foreign counsel appropriate to the project or matter at hand. As a result, we frequently represent clients in challenging and high-profile international matters in Asia, Europe, Latin America and the Caribbean.
Lawyers in our international practice provide services covering a broad range of matters, including:
- Business insolvency, restructuring and workouts
- Construction projects
- Corporate finance, mergers, acquisitions, joint ventures and other corporate transactions
- Cross-border taxation issues
- Distribution and agency agreements
- Employment and immigration
- Environmental issues
- Infrastructure planning; privacy and data security
- Intellectual property protection and licensing
- International litigation, arbitration and dispute resolution
- Product regulatory and liability issues
- Real estate acquisitions, dispositions, development, leasing and financing
- Sophisticated project finance, bank financing, capital markets, securities offerings and securitizations and other structured finance matters
- Transportation strategies and regulatory issues
Our international practice includes lawyers who are fluent in many languages. Several of our lawyers are licensed or admitted practitioners in key foreign jurisdictions. Additionally, our International Trade group advises multinational corporations on the full range of international rules and federal laws and programs affecting imports and exports of goods and services into and from the United States. We help companies take full advantage of international agreements that regulate trade, such as the WTO and the NAFTA, and advise sovereigns on negotiations and disputes arising under these agreements.
Because we employ a multidisciplinary approach to serving our clients, we are able to address the full range of business issues faced by U.S. companies conducting business on a global basis and non-U.S. companies with interests in the United States.
Our multidisciplinary international practice provides comprehensive counsel to companies operating on a global basis. We have extensive experience helping clients prioritize, structure, document and achieve their global business objectives. We help our clients overcome the challenges posed by cross-border business dealings, including unfamiliar laws, alternative business practices, cultural differences, bureaucratic red tape and foreign language issues.
A select sample of our recent representations include:
Antitrust, Competition & Trade Regulation
We provide counseling and trial representation for clients in a wide range of markets around the world in connection with antitrust, competition and distribution matters. We advise on premerger filings with the Department of Justice or Federal Trade Commission and foreign competition authorities. To ensure compliance with the Foreign Corrupt Practices Act and foreign laws, we counsel companies regarding their appointment, management and termination of international distributors and agents. In addition, we assist clients in navigating complex U.S. and European Union privacy and data protection regulations.
- Working with local counsel throughout Europe to assist a privately held manufacturer in the restructuring of its EU-wide distributor network.
- Analyzing legal issues affecting distributors or sales agents in Mexico, Brazil, Guatemala, the Dominican Republic, El Salvador, Jamaica, Barbados, Trinidad and Tobago, and the Turks and Caicos Islands on behalf of a major global manufacturer of industrial products with operations and joint ventures in 19 countries and a worldwide network of distributors and sales offices covering more than 160 countries.
- Advising on termination of agency and distribution agreements in Europe, South America, the Middle East and Asia and assisting in preparation of a standard form of sales agency agreement on behalf of a global provider of specialized polymer materials, services and solutions.
- Analyzing legal issues and preparing distribution agreements for 65 countries, including Belgium, India and Botswana, on behalf of a major global manufacturer of industrial products.
Business Restructuring, Creditors’ Rights & Bankruptcy
We represent major secured and unsecured lenders, creditors’ committees, credit enhancement providers, debtors and various other parties in interest in finance transactions, workouts and bankruptcy matters.
- Representing the U.S. indenture trustee for an issuance of $60 million in connection with notes outstanding in concurso proceedings of Hipotecaria Su Casita, a Mexican non-bank and mortgage and construction lender, pending in Mexico City.
- Representing the indenture trustee of two issuances of public debt of Sino-Forest Corporation, aggregating $1 billion, in connection with insolvency proceedings pending in Canada.
- Representing the largest Mexican airline in its Chapter 15 bankruptcy case pending in the U.S. Bankruptcy Court for the Southern District of New York, involving more than $1 billion in debt.
- Representing the largest secured creditor of ROL Manufacturing (Canada) Ltd., involving cross-border proceedings in both Canada and the United States (Bankr. S.D. Ohio).
- Representing the largest bank creditor of Escada (USA), Inc., individually and as co-chair of the official creditors’ committee, in Chapter 15 bankruptcy proceedings pending in the U.S. Bankruptcy Court for the Southern District of New York.
- Representing a global bank in defense of a multimillion-dollar preference claim filed by the Chapter 7 trustee of Axona International Credit & Commerce, Ltd., a Hong Kong deposit-taking company, in one of the first dual plenary bankruptcy cases filed in the United States (Bankr. S.D.N.Y.).
Commercial & Public Finance
Our Commercial & Public Finance practice encompasses four substantive areas: commercial finance, public finance, structured finance and corporate trust.
In the area of commercial finance, we represent public and private corporate borrowers in obtaining financing for acquisitions and equipment purchases, and for working capital. In addition, we represent financial institutions in establishing a diverse array of financing arrangements to suit the needs of our clients. While most of our lending institution clients are based in the United States, we also have represented a number of foreign banks, including large United Kingdom and Finnish banks.
Our public finance practice includes acting as bond counsel and as counsel to underwriters, issuers, borrowers, credit enhancement providers and trustees on a wide range of public finance structures. We advise public issuers on a wide variety of financing structures and counsel industrial and other borrowers on the use and advantages of tax-exempt financings. We also represent nonprofit organizations in obtaining tax-exempt financing.
In the area of structured finance, we represent originators, issuers, collateral managers, underwriters, servicers, trustees, investors and special purpose conduits in connection with a wide range of structures involving various asset types.
Our corporate trust experience includes representing financial institutions in corporate and municipal financings, Trust Indenture Act qualified and exempt financings, private placements and structured financings. We also represent trustees, service providers and agents in various types of asset-backed transactions, securitizations, global and project financings, and collateralized financings.
- Representing a leading global producer of specialty chemicals and specialty materials for the transportation, consumer and industrial markets in negotiating and documenting a five-year credit agreement with a syndicate of major domestic and international financial institutions.
- Representing a specialty chemicals manufacturer in negotiation of a $40 million revolving credit facility, a $105 million term loan facility (with foreign currency swap agreements) and various interest rate hedge agreements and foreign currency swap agreements.
- Representing a leading supplier of engineered products and services to the power and energy industry in negotiation and documentation of a multi-currency revolving credit facility, involving foreign subsidiaries and collateral.
- Representing a bank in connection with receivables purchase agreements, including receivables of foreign account debtors covered by credit insurance.
We advise clients on all aspects of construction projects in the United States and around the globe. Our experience covers a wide range of projects including dams, power plants, military and naval facilities, manufacturing facilities and sporting event facilities. We have substantial experience in working on U.S. government construction projects ranging from embassies and consulates to military bases and heavy construction/highway projects.
- Representing general contractors in multimillion-dollar claims in connection with a U.S. Embassy project in Southeast Asia. Claims related to defective bridging documents, differing site conditions, geotechnical issues, and extensive changes arising from owner-agency’s direction to change design in design/build contract through comment and review process. Delay and impact claims were also involved.
- Representing the prime contractor in an AAA ICDR arbitration against the primary subcontractor involving work performed in Mexico City and Monterrey, Mexico. The dispute, which involved changed conditions, delays and impacts relating to incomplete and defective work performed by the subcontractor, was successfully resolved prior to hearing.
- Representing a mechanical subcontractor in a dispute with a design/builder involving deficient and uncoordinated design issues in connection with a military facility in eastern Africa. Our engagement involved preparing, presenting and prosecuting the claim. The case was resolved following claim submission and direct negotiations.
- Serving as counsel to a joint venture of American and Israeli companies that constructed a $125 million storage base for the Israeli Defense Force and the United States Army Corps of Engineers. Represented the joint venture in the preparation, prosecution and successful appeal of $40 million in delay, impact, defective/impossible specifications, changes and differing site conditions/geotechnical claims against the U.S. government.
- Representing the general contractor in a dispute with a steel fabrication subcontractor involving an embassy project in Brussels under American Arbitration Association Construction Industry Rules. The case, which involved delays, extended performance costs, defective shop drawings and misfabricated and late delivered structural steel, resulted in a successful decision for the client following a week-long hearing.
- Serving as counsel to an American contractor that constructed a tank shooting range for the Kuwaiti Defense Force under a U.S. Army Corps of Engineers contracting vehicle. Representation consisted of preparing and settling claims involving defective specification, changes and delays.
- Representing a large husbanding contractor on various contract matters in South America, Central America and Europe.
- Representing a food services contractor on issues involving the delivery of food and supplies in the Afghanistan and Iraq theaters.
- Representing a satellite services provider for U.S. military MWR (morale, welfare and recreation) facilities in the Iraq theater.
- Serving as counsel on numerous bid protests before the U.S. Government Accountability Office relating to government contracts around the world.
Corporate Transactions & Securities
We advise a broad range of public and private companies and a variety of investment funds and professionals on their most important business transactions and compliance needs, providing trusted counsel across the full range of corporate and governance issues that attend the life and development of any business. Our experience encompasses large and complex matters, both within the United States and across borders, including mergers and acquisitions, divestitures, public debt and equity offerings, initial public offerings, joint ventures and complex commercial transactions.
- Serving as lead counsel in the $1.5 billion sale of The Goodyear Tire & Rubber Company’s engineered products division, which required coordination of counsel in 12 foreign countries.
- Representing a variety of U.S. companies, both public and privately held, in the establishment of manufacturing, distribution and/or administrative headquarters operations in the European Union.
- Representing a public company in the acquisition of its distributor in Mexico.
- Leading a multijurisdictional team of lawyers in France, Germany and Australia in connection with the purchase of the worldwide electronic metals business of a French multinational company by a global specialty chemicals company.
- Representing a multijurisdictional shareholder group in the sale of the world’s largest polar expedition cruise business to a multinational public company.
- Working closely with counsel in 17 countries on four continents to spearhead and coordinate the implementation of a public company’s corporate restructuring of its foreign subsidiaries.
- Representing a public company in the establishment of a joint venture in Mexico, 50 percent owned by our client.
- Assisting a public company in the sale to another U.S. company of one of its divisions, including the stock it held as a 49-percent joint venture partner in a Korean company.
- Working closely with counsel in Germany, Mexico, the Czech Republic and Sweden to assist a privately held company in the sale to a U.S. public company of substantially all of its assets, including the stock of its wholly owned subsidiaries in those countries.
- Representing The State Bank of India in its investment management business in the United States, including representing it in its registration as a U.S. investment adviser.
- Representing Asia Pacific Wire & Cable Corporation, a Bermuda company publicly traded in the United States, in a private investment by an affiliate of MSD Capital, L.P. and in a variety of corporate transactions and its U.S. securities laws matters.
- Representing the Inter-American Development Bank in a number of private-sector project finance transactions in various Latin American jurisdictions, including the $500 million Ecovias Dos Imigrantes toll road project in the state of Sao Paulo, the largest transportation project financing in Latin America.
- Representing the Municipality of Quito in its $600 million financing and construction of a new international airport.
- Representing the Regal-Aircoa Group of Companies in the financing of a hotel acquisition in Hong Kong, and the issuance of, and subsequent self-tender for, its SEC-registered debt securities.
- Representing Salguero Group, a Madrid-based investor group, in its acquisition of a 25 percent interest in the Conrad International Punta del Este Resort and Casino, the largest resort and casino complex in the Southern Cone.
- Representing a plastic injection molding company in its acquisition of Mexican and Canadian subsidiaries.
- Representing Latin American and European clients in the United States and abroad in connection with a myriad of securities and corporate matters, including transnational and off-shore financings and corporate transactions.
- Representing overseas public companies, particularly those headquartered in the United Kingdom and Ireland, in connection with acquisitions of businesses in the United States and other countries.
- Representing a specialty chemical company in its acquisition of a United Kingdom-based hydroxy monomer and conventional contact lens business from the world’s largest chemical company in a transaction mandated by the European Union.
- Representing a European travel company in franchise disclosures and registrations throughout the United States.
- Representing a U.S.-based franchisor for chemical distribution systems in connection with the sale of franchises and a master franchise in Mexico.
- Representing a U.S.-based franchisor in the preparation of disclosure documents and identification of disclosure exemptions for sales of franchises under the laws of various provinces in Canada.
- Serving as lead U.S. counsel in the $95 million divestiture of the German-based pharmaceutical packaging division of a public company.
- Serving as lead counsel in the acquisition of a fire equipment training company with significant locations in Europe.
We strive to simplify complex intellectual property issues by maintaining a strong focus on the practicalities of our clients’ business needs. We offer in-depth experience in identifying, procuring, exploiting, protecting and enforcing all forms of intellectual property including employment relationships, internet-related issues, patents, trademarks and trade secrets. We are able to provide global assistance to clients by using our established network of intellectual property professionals in countries throughout the world.
Our unique Section 337 trade practice partners with patent holders, investors, fund advisers and patent litigators to file, monitor, opine upon and assist in litigating complaints before the U.S. International Trade Commission (ITC). Under Section 337 of the Tariff Act of 1930, the ITC investigates allegations of certain unfair practices in import trade, including the infringement of certain statutory intellectual property rights, such as patent or registered trademark infringement, and other forms of unfair competition, such as misappropriation of trade secrets, trade dress infringement, passing off, false advertising and violations of the antitrust laws. Corporations and individuals are increasingly seeking relief from the ITC when they believe their intellectual property rights are being infringed by imported products. Our familiarity with the ITC’s practices and the unique and complex rules and procedures inherent in Section 337 proceedings enables us to vigorously protect our clients’ interests.
- Managing global portfolios of patents and trademarks for clients in a variety of technologies.
- Conducting global trademark clearance and availability searches.
- Directing local European counsel in trademark opposition proceedings before the Office of Harmonization in the Internal Market (OHIM).
- Negotiating technology joint development agreements with foreign entities in China and elsewhere.
- Prosecuting and defending patent infringement litigation before the ITC.
- Coordinating with the U.S. Department of Justice on the criminal prosecution of several Taiwanese executives under the Economic Espionage Act.
- Defending importers and their suppliers in U.S. Customs and Border Protection investigation of importation of allegedly counterfeit product.
- Negotiating on behalf of a foreign government with the Office of the U.S. Trade Representative and with U.S. stakeholders seeking to obtain increased protection of their intellectual property.
Our International Trade group is dedicated to helping clients meet the challenges of the global economy. Clients seek our experience to take advantage of global market opportunities and avoid liability under international trade rules. We advise U.S. and non-U.S. clients on a broad range of U.S. laws and programs affecting trade in goods and services (imports and exports) and foreign investment. We also represent companies and sovereigns in international trade negotiations and disputes, and assist them with trade policy matters.
We use international trade rules to help clients level the global playing field by increasing access to foreign markets or remedying unfair trade practices at home. We provide strategic advice on a wide range of issues, including regulatory compliance, enforcement actions, agency investigations, court litigation, World Trade Organization (WTO) and Free Trade Agreement (FTA) negotiations and dispute settlement, and lobbying of the U.S. and other governments.
- Advising U.S. importers and exporters on compliance with laws and regulations covering customs, export controls, antiboycott rules and economic sanctions, and defending the companies and/or their employees in disclosures to and enforcement actions by the U.S. administrative agencies that regulate U.S. trade flows.
- Advising U.S. companies and their foreign affiliates on compliance with the Foreign Corrupt Practices Act (FCPA).
- Representing a large multinational company on market access issues in South America.
- Representing a large multinational company on customs compliance issues globally.
- Representing major U.S. importers in trade remedy matters – antidumping duties, countervailing duties and safeguard measures – to reduce or prevent barriers to international trade. Also representing U.S. producers in these same kinds of cases when they suffer from unfair import competition.
- Representing Japan in its successful challenge to several aspects of the U.S. antidumping regime. By representing Japan’s MOFA and METI, we provided Japan with strategic advice during all phases of the dispute and drafted its submissions to the WTO panel and the Appellate Body. (U.S.– Anti-Dumping Measures on Certain Hot-Rolled Steel Products (DS184))
Labor & Employment
Our counsel in this area includes representing management in labor, employment, immigration and workers’ compensation matters, serving clients of all sizes, from large, multinational companies to companies with a single office and few employees. We partner with clients to help prevent labor and employment problems by providing training programs and/or implementing cost-effective solutions. We also provide counsel on effective personnel management strategies in union and non-union environments and provide training to help avoid costly litigation.
In addition, we counsel employers on immigration issues, working with them to ensure they are able to transfer, hire and retain foreign workers. We advise on transferring experts from around the world to the United States or transferring experienced managers or executives to the United States to open a new office. By helping human resources personnel and recruiters understand the types of positions suitable for foreign nationals under U.S. immigration laws, we help employers make smart business decisions in obtaining authorization to hire foreign nationals. We also help employers create corporate policies that set appropriate expectations and reduce costs. Our immigration counsel is enhanced by our extensive experience with the U.S. Citizenship and Immigration Service, Customs and Border Protection and the Department of Labor, and with U.S. consulates and embassies around the world.
- Working closely with counsel in the Dominican Republic in the representation of a public company in a claim of unlawful termination brought by its Dominican distributor in the courts of the Dominican Republic.
- Advising an employer on issues arising from employment of U.S. workers in Singapore. Our analysis provided guidance on the implications that the proposed employment structure had under FLSA, FMLA, ERISA, state unemployment tax, and tax obligations on the employees.
- Obtaining U.S. visas and permanent residency for foreign national employees of global companies, such as The Goodyear Tire & Rubber Company, Formica and The Voith Group of Companies, when those employees are transferred to the United States or need to come to the United States for business meetings, company training or other business activities.
Litigation, Arbitration & Mediation
To avoid expensive court litigation and ensure a fair playing field in disputes with foreign companies or governments, many corporations rely on arbitration clauses. Although international arbitration has grown more complex, it remains a more effective and less costly option than national courts for many types of international business disputes. Globalization also has led to increased use of international dispute resolution. Our International Arbitration & Dispute Resolution group helps clients develop and implement strategies to achieve their objectives in international disputes.
We deliver strategic advice and legal representation to clients involved in complex and high-stakes disputes around the globe. Our lawyers have extensive experience representing clients in international arbitrations, as well as in various international dispute resolution fora, such as the World Trade Organization (WTO).
- Acting as lead counsel in an ICC arbitration proceeding to defend a state-owned telecommunications company against a claim seeking $7 million in damages regarding the installation of a country-wide wireless phone system. The arbitrators issued an award in favor of the client, dismissing claims and awarding no damages.
- Serving as lead counsel to a premier international philanthropic organization in an ICC proceeding against a foreign sovereign. The dispute involved payments due with respect to inbound investment used in rebuilding education infrastructure. After a full hearing, the arbitrators issued an award in favor of the client in excess of $1.2 million, plus full attorneys’ fees and all costs of the arbitration, including compensation.
- Serving as lead counsel in an AAA/ICDR proceeding, defending a major international oil company in a $12 million dispute over the payment of Gabonese taxes on African oil operations. After a full hearing, the client’s liability was reduced by 50 percent.
- Acting as lead counsel for the owner/developer in a $10 million contract dispute between the owner/developer of gold and silver mines in Latin America and the construction engineer and manager. The construction engineer commenced a separate arbitration seeking $1.9 million in payments. The two related proceedings were administered by AAA/ICDR rules. Our lawyers obtained a favorable settlement for the client.
- Representing the owner/developer of an electrical generation and distribution concession in Ecuador as lead counsel in a contract dispute regarding breach of the sale and development agreement. After a full AAA/ICDR hearing, we obtained an award for breach of contract in favor of the client in excess of $2 million, plus interest, full costs of proceedings and attorneys’ fees.
- Representing a Belgian supplier in an AAA/ICDR proceeding regarding a contract dispute with its U.S. distributor.
- Representing a pharmaceutical company as lead counsel in an ICC proceeding arising from a dispute concerning the purchase and sale of a pharmaceutical distribution company/network in CIS states. After a full hearing, we obtained an award favorable to the client.
- Representing an Indian-controlled outsourcing company in an AAA arbitration proceeding regarding a dispute with the former CEO and minority shareholder who claimed the payout under an LLC agreement was undervalued.
- Representing the Thai Office of the Attorney General regarding the ICC arbitration and U.S. court proceedings brought by Walter Bau, a German company, and its receiver.
- Representing the Bangkok Metropolitan Administration regarding its dispute with Steyr-Daimler-Puch over a contract to supply firefighting equipment.
- Advising a major U.S. stakeholder and persuading USTR to initiate a dispute with China regarding restrictions on the marketing and sale of and investment in financial information services, leading to a U.S.-China Memorandum of Understanding. We provided continuing advice regarding the monitoring of compliance with the MOU. (China – Measures Affecting Financial Information Services and Foreign Financial Information Suppliers (DS373))
- Advising the government of Korea and one of the largest Korean semiconductor manufacturers in an important test of the Agreement on Subsidies and Countervailing Measures, obtaining a significant victory before the WTO panel. (U.S.– Countervailing Duty Measures Concerning Dynamic Random Access Memory Semiconductors (DRAMs) from Korea (DS296))
- Representing the governments of Brazil, Japan and Korea in a complex case involving consolidated WTO challenges to the U.S. safeguard measures on steel, resulting in the withdrawal of the measures. (U.S.– Definitive Safeguard Measures on Imports of Certain Steel Products (DS248/249/251-54/258/259/274))
- Representing Korea and Japan in their successful challenge to the U.S. “Byrd Amendment,” a proceeding that defined the actions a member may take against dumping. (U.S.– Continued Dumping and Subsidy Offset Act of 2000 (DS217/234))
Product Regulatory Compliance
Product safety laws and regulations govern literally thousands of consumer products across a wide variety of industries. We assist a diverse range of manufacturers, suppliers, distributors, private labelers, retailers, and other businesses that deal with consumer products with compliance issues, recalls, reporting requirements and related litigation.
- Coordinating an international recall on behalf of a global telecommunications company and advising on related issues.
- Advising on regulatory and product liability issues in numerous transactions involving medical device and consumer product companies, including a $5 billion acquisition of a pharmaceutical company and a $1 billion licensing transaction.
- Providing regulatory and risk prevention counseling for a Dutch medical device company in obtaining U.S. FDA approval for a new device.
- Representing Australian and Canadian blood services organizations in defense of class actions involving transfusion transmitted diseases.
- Representing a global luxury goods manufacturer on U.S. and international regulatory compliance and liability prevention matters.
- Representing a global consumer products company on compliance with European Union directives.
Our International Real Estate Team represents U.S. and non-U.S. real estate owners, investors, developers, contractors and financiers in real estate transactions around the globe, including cross-border acquisitions and dispositions, plant separation programs, development, leasing and financing. The breadth and sophistication of our real estate practice permits us to anticipate and accommodate the needs and expectations of our clients and add value to their transactions.
- Representing an industrial firm in the sale of a portion of an existing Canadian plant, with development of shared services and corresponding easement agreements.
- Representing an international manufacturer in the construction of processing plants in Mexico.
- Representing an international engineering firm in the construction of projects in Zaire and South Africa.
- Representing a joint venture comprised of an international lodging firm and an entrepreneur in the redevelopment of a hotel and conference center in Moscow.
- Representing a joint venture composed of an international property developer and an investor in the development of a common premises building for an international organization in Zaire.
- Representing a railway company in the disposition of its interest in a leading European hotel property.
- Representing a joint venture in the co-development of a resort hotel in the Dominican Republic.
- Representing individual condominium purchasers in the purchase of resort condominiums in St. Croix and Mexico.
- Representing the purchaser of a multinational private corporation with factories in China, Thailand, India and the Dominican Republic.
- Representing an Ethiopian developer in the development of a common premises building for the U.S. State Department.
- Representing a manufacturer in the sale of plant facilities in multiple foreign jurisdictions including complex plant separation, plant service and reciprocal easement agreements.
- Representing the purchaser of chemical plant facilities in Freeport, Bahamas.
- Representing a tenant in the lease of an approximately 330,000-square-foot industrial facility in Ontario, Canada.
Our clients cover a broad spectrum, from Fortune 500 companies and multinational corporations to tax-exempt organizations and closely held businesses. We counsel them on corporate transactions and financings; tax controversy, advocacy and litigation; legislative and regulatory activities; executive compensation and tax planning; international, federal, state and local taxation; and foundation and exempt organization matters.
Non-U.S. entities rely on us for advice on tax planning opportunities and compliance requirements related to acquiring or investing in U.S. real property, including compliance with the Foreign Investment in Real Property Tax Act. We assist foreign investors in developing tax-efficient strategies for structuring start-up business ventures in the United States. We counsel U.S. entities on controlled foreign corporation, Subpart F and passive foreign investment company matters and advise U.S. companies with insolvent foreign subsidiaries on tax planning opportunities. In addition, we provide guidance to U.S. and foreign entities on withholding tax, permanent establishment, limitations on benefits and other tax treaty issues.
- Advising clients on income tax and Social Security tax issues, with and without income tax treaties or totalization agreements, in numerous employee transfers to and from the United States and between foreign countries, including the United Kingdom, Italy, Switzerland, Belgium, Canada, Mexico, Venezuela and China.
- Advising a client on the foreign tax implications of an expatriate employee participating in U.S. qualified and non-qualified defined contribution plans while performing services for the company in a host location.
- Representing a Fortune 200 U.S. multinational on the disposition of a major division with operations in numerous countries.
- Representing a Fortune 200 U.S. multinational on structuring a European joint venture with a large Asian multinational.
- Representing a Fortune 200 U.S. multinational on restructuring its Asian operation.
- Representing an Australian internet company on the sale of its business to a U.S. investment company.
- Structuring the acquisition of a European travel industry company.
- Advising a publicly held European health industry company on structuring its acquisitions of U.S. health companies.
- Representing a U.S. telecommunications company in expanding its business to Puerto Rico.
- Advising foreign investors in a going-private transaction on structuring the acquisition of a U.S. travel industry company.
- We advise clients on a broad range of matters concerning commercial, regulatory, litigation, legislative and policy issues involving the transportation of goods and people by rail, truck, maritime vessel, aircraft and pipeline. We also counsel clients on matters involving homeland security and the transportation of hazardous materials.
- We are highly experienced in the negotiation of international freight transportation-related contracts and have litigated numerous transportation contract disputes and other transportation-related issues before state and federal courts, administrative agencies, and domestic and international arbitration panels.
- Counseling an international port on options and remedies available to improve, restore or expand rail service for domestic and export traffic.
- Advising an EU company on strategic, market-based issues and contract negotiation for transportation services related to export coal movements.
- Counseling a Fortune 500 global power company on supply chain transportation logistics and contracting for international shipments of coal in multinational transactions involving rail and ocean transportation.
- Representing shippers on the North American Committee on Surface Transportation, including negotiating and developing a North American Standard Through Bill of Lading for cross-border NAFTA motor carrier movements.
- Advising a private motor carrier that carries cross-border shipments of hazardous materials on the extent to which its compliance with international standards and foreign regulations will satisfy its obligations under PHMSA’s hazardous materials regulations.
- Representing Japanese and German airbag and seatbelt restraint producers in transportation matters.
- Advising on ocean contract drafting, negotiations and disputes:
- Representing a U.S. automobile manufacturer in global bids and contract negotiations with ocean carriers and freight forwarders for the multimodal transportation of auto parts and finished vehicles, as well as materials management services and warehousing around the globe.
- Drafting ocean service contracts and Non-Vessel-Operating Common Carrier (NVOCC) agreements filed with the Federal Maritime Commission (FMC).
- Drafting global logistics agreements for multimodal transportation, warehousing, customs clearance and related services for companies across a broad cross section of industries, including retailers, manufacturers, chemicals, food, consumer products and automobile companies, among others.
- Drafting a logistics agreement for a U.S. exporter of food products for transportation, warehousing and customs services performed in China.
- Creating a Project Cargo workshop and drafting contract terms and conditions for domestic and international bulk transportation movements.
- Counseling importers and exporters with respect to liability for cargo loss and damage that occurs at sea under U.S. COGSA and the Hague-Visby Rules.
- Analyzing and processing waivers of application of the cabotage requirements of the Jones Act.
- Representing a major manufacturer of power plant equipment in the arbitration of a dispute involving customs payments made by an international freight forwarder.
- Representing a global fertilizer company in the arbitration of a charter party dispute regarding demurrage and cancellation charges.
- Representing a global fertilizer company in the arbitration of a charter party dispute regarding cargo damaged in transit.
- Representing a global fertilizer company in litigation involving the supply of bunkers under a charter party.
- Addressing international maritime legislation and public policy.
- Serving on the U.S. delegation to the United Nations Committee on International Trade Law (UNCITRAL) with respect to the negotiation of the Rotterdam Rules, an international treaty intended to harmonize maritime cargo liability rules around the globe.
- Filing comments with the European Union in support of the elimination of antitrust immunity (i.e., block exemption) for ocean carriers serving the European trades.
- Participating in workshops and meetings to address international maritime policy arranged by the Maritime Transport Committee of the Organization for Economic Cooperation and Development (OECD) and the Comité Maritime International (CMI).
- Representing an NVOCC in enforcement actions by U.S. Customs and Border Protection concerning the filing of electronic export information.
- Setting up a private U.S. airline charter to support West African oil company operations.
- Establishing a U.S. crew base for a foreign air carrier.
- Obtaining from the DOT, FAA, TSA and Bureau of Customs and Border Protection (CBP) all licenses required for a new foreign air carrier to serve U.S. points in record time – 30 days between Thanksgiving and the New Year.
- Advising air carriers on rights available under U.S. air transportation treaties.
- Advising foreign air carriers on rights, obligations, approvals and other regulatory issues relating to all varieties of cooperative agreements with both domestic and other foreign air carriers for service involving U.S. points.
- Counseling U.S. and foreign carriers and shippers on global logistics issues.
- Drafting and negotiating air freight forwarding and aircraft charter agreements for a U.S. automotive manufacturer.
- Negotiating and drafting contract documents and addressing the closing requirements for a client’s purchase of a Gulfstream jet from a Dubai entity.
- Advising a client on the international standards governing the shipment of nuclear materials by vessel.
- Advising shippers on PHMSA rules permitting use of international standards and regulations for transportation of hazardous materials to, from and within the United States.
- Representing Swiss and German explosives producers in transportation matters.
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