CFIUS and FINSA: Hot Topics in 2015
The Committee on Foreign Investment in the United States (CFIUS) is charged with reviewing foreign investment in US business pursuant to the Defense Production Act of 1950, as amended by the Foreign Investment and National Security Act of 2007 (FINSA). Following terrorist attacks, the CFIUS review process has become more extensive and time consuming.
In a two hour live webcast, a notable panel of experts and professionals assembled by The Knowledge Group will provide the audience with an in depth review and discussion of the recent updates and the latest trends and insights regarding foreign investments under CFIUS and FINSA regulations in 2015.
Key topics include:
- CFIUS and FINSA 2015 – An Overview
- Trends in CFIUS Reviews
- The Intersection of CFIUS and other U.S. Regulatory Processes
- Judicial Review and New Transparency Requirements
- CFIUS and FINSA Compliance
- Timely Regulatory Updates
Covington & Burling LLP
- Overview of the CFIUS Process
- What is National Security? / Who should file with CFIUS?
- Negotiating Mitigation Agreements
- Recent Trends in Chinese Investment and CFIUS
- Increasing investment from China
- Areas of heightened concern for CFIUS
- Chinese transactions challenged by CFIUS
- Congressional Developments
- Related Review Processes
- State Department authorities under the ITAR
- Foreign ownership control or influence mitigation
Harris, Wiltshire & Grannis LLP
- Impact of DC Circuit’s Ralls v. CFIUS decision
- Overview of case and decision
- Update on remand proceeding in district court, including disclosures to date and withholding of documents on privilege grounds
- Impact on transparency remains to be seen; could encourage CFIUS to avoid disclosures by asserting classified nature of evidence
- Given breadth of rationale, DC Circuit decision could affect Team Telecom reviews.
- Particular focus areas in recent CFIUS reviews
- Business with countries subject to U.S. economic sanctions
- Business in and with Hong Kong (not just China)
- ITAR compliance
- Team Telecom reform
- FCC, with support of State and USTR, has proposed reforms of Team Telecom process
- FCC has some leverage, as Team Telecom relies on FCC decision to defer to Executive Branch on issues of national security, law enforcement, public safety, and foreign trade
- Proposed reforms include issuance of FCC guidance re process, standardization of Team Telecom questionnaires (including vetting by OMB), timeframes for review, on-the-record requests for extensions
- Timing of reforms remains highly uncertain
Who Should Attend:
- Compliance Professionals
- Target Companies for Foreign investment
- General Counsel
- Regulatory and Policy Managers
- Senior Management
- Prospective Investors in U.S. Companies and their Advisers
- Attorneys (Foreign Investment, National Security, International Trade Practice)
- Other Related/Interested Professionals and Organizations
Damara Chambers is a special counsel in the Washington, D.C. office of Covington & Burling LLP. Her practice focuses on national security law, cross-border investment issues and international trade controls. Ms. Chambers has extensive experience handling complex regulatory matters relating to international investment and mergers, including advising foreign and domestic clients in successful national security reviews before the Committee on Foreign Investment in the United States (CFIUS) and advising companies regarding the mitigation of foreign ownership, control or influence (FOCI) under national industrial security regulations administered by the Defense Security Service (DSS) and Department of Energy. Ms. Chambers has been involved in negotiating some of the most significant national security agreements with the U.S. government and has represented clients on a variety of landmark CFIUS matters, including Nexen Inc. in its $15.1 billion sale to CNOOC Ltd., Stanley, Inc. in its $1 billion acquisition by CGI Group, Temasek Holdings in its multi-billion dollar investment in Merrill Lynch, and the Carlyle Group in its $1.9 billion sale of Standard Aero and Landmark Aviation to Dubai Aerospace Enterprise. Ms. Chambers also advises companies on compliance and enforcement matters relating to US export controls administered by the Departments of State, Commerce, and Energy and the Nuclear Regulatory Commission, economic sanctions administered by the Department of the Treasury, and import and licensing requirements imposed by the Bureau of Alcohol, Tobacco, Firearms and Explosives.
Damara Chambers is a special counsel in the Washington, D.C. office of Covington & Burling LLP. Her practice focuses on …
Kent Bressie is a partner and head of international practice at the law firm of Harris, Wiltshire & Grannis LLP in Washington, D.C. An expert on international trade and investment and telecommunications regulation, he specializes in cross-border regulation of investment, technology, and infrastructure. He regularly represents critical infrastructure owners, defense contractors, and technology businesses to obtain clearances from the Committee on Foreign Investment in the United States, negotiate network security agreements with the “Team Telecom” agencies, negotiate industrial security arrangements with the Defense Security Service, develop and implement cybersecurity plans, and comply with U.S. export controls and economic sanctions. He also represents telecommunications network owners in variety of public international law and law of the sea matters. He works extensively in the undersea cable sector and has led various industry-wide regulatory-reform and cable-protection initiatives. He currently chairs the undersea cable protection working group of the Federal Communications Commission’s Communications Security, Reliability, and Interoperability Council.
Kent Bressie is a partner and head of international practice at the law firm of Harris, Wiltshire & Grannis LLP …
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Covington & Burling LLP
About Covington & Burling LLP
Covington is a full-service firm with approximately 850 lawyers in offices in Beijing, Brussels, London, New York, San Diego, San Francisco, Seoul, Shanghai, Silicon Valley, and Washington. We practice as one firm, holding closely to core values that start with a deep commitment to our clients and the quality of our work on their behalf, and that include an emphasis on teamwork among our lawyers and other professionals and a belief in the obligation of lawyers to make legal services available to all who need them.
Covington has a preeminent practice advising US and foreign companies on all aspects of the U.S. national security review process of foreign investments as administered by the Committee on Foreign Investment in the United States (“CFIUS”). Chambers USA has recognized Covington’s CFIUS practice as “field leading,” and has noted our “lawyers combine technical skills with political judgments that are unparalleled.” We were the only firm with two partners to receive the top ranking from Chambers USA for CFIUS expertise in 2013 and 2014. We have handled transactions and provided related advice to clients in virtually every sector subject to CFIUS review, including aerospace, defense, software, information and advanced technologies, telecommunications, energy (infrastructure and oil/gas), finance, ports, chemicals, and pharmaceuticals/bio-technology. Our representations have included, at various points, the largest Chinese, Saudi Arabian, and Russian acquisitions ever made in the United States, and we represent a number of leading European, Middle Eastern, and Asian companies who regularly seek CFIUS approval. We also have represented a number of foreign government-owned entities in matters before CFIUS. Our attorneys also frequently counsel clients on matters related to the mitigation of foreign ownership, control or influence (“FOCI”) under applicable U.S. national industrial security regulations. We have drafted, negotiated, and assisted clients in implementing various corporate arrangements to mitigate FOCI for cleared companies.
About Harris, Wiltshire & Grannis LLP
Harris, Wiltshire & Grannis LLP (“HWG”) is one of the leading technology and telecommunications law firms in the United States. HWG’s international trade and investment and national security practices provide comprehensive representation for technology, telecommunications, and aerospace and defense businesses and investors engaged in cross-border transactions involving infrastructure, investment, goods, services, and technology. We regularly represent clients to:
- Obtain clearances from the Committee on Foreign Investment in the United States (“CFIUS”), the Team Telecom agencies, and the Defense Security Service;
- Comply with U.S. surveillance laws and in implementing cybersecurity plans;
- Comply with export controls, economic sanctions, and the Foreign Corrupt Practices Act and in establishing internal compliance programs;
- Seek market access and protect infrastructure investments under various trade agreements and treaties; and
- Conduct internal investigations to verify compliance with U.S. trade controls and defend clients in government enforcement actions.
HWG’s practices and lawyers have been recognized in many rankings. In 2014, HWG was named the #1 Washington, D.C. workplace by the Washington Post.