Stephan E. Becker
+1.202.663.8277

Cited by Trade Finance as "highly commended," Pillsbury's International Trade practice combines a sophisticated knowledge of domestic and extraterritorial trade measures with an understanding of the political, policy and diplomatic context in which such measures are implemented.

Chambers notes, "This firm has an impressive stable of clients…clients are particularly impressed by the team's work in export controls and sanctions, where attorneys possessing sector-specific expertise advise on the full range of issues, including ITAR."

Pillsbury provides a full range of legal services to its clients related to international trade regulation. Our International Trade practice includes counseling, regulatory compliance and enforcement, transactions, litigation and arbitration. We combine a sophisticated knowledge of domestic and extraterritorial trade measures with an understanding of the political, policy and diplomatic context in which these measures are implemented.

We assist clients with international trade matters including: export controls and embargoes; regulation of foreign investment; customs compliance and enforcement; Foreign Corrupt Practices Act compliance; the interpretation of international trade agreements and litigation or settlement of trade disputes; trade remedy proceedings (such as antidumping investigations); and trade issues that arise in transactions.

We represent clients in a wide range of industries, including computer hardware and software, aerospace, defense, semiconductors, financial institutions, satellite services, energy, agriculture, chemicals, steel, travel, automotive, and electronics. Our in-depth understanding of our clients’ industries and technologies allows us to deliver effective solutions that reflect the client’s long-term goals. To this end, we regularly team with lawyers in the firm’s other practice areas. Our experience with a multitude of trade-related problems allows us to offer practical advice on implementation strategies.

2010 Chambers USA ranked three Pillsbury partners as leading lawyers in the area of International Trade, and one partner is a former Director of Exporter Services at the Bureau of Export Administration (now BIS).

• Export & Technology Transfer Controls
• U.S. Economic Sanctions & Embargoes
• Regulation of Foreign Investment & Industrial Security
• Customs Compliance & Enforcement
• Foreign Corrupt Practices Act Compliance
• International Trade Agreements
• Trade Remedy Proceedings
• Transactional Services

Export & Technology Transfer Controls
The U.S. government regulates exports of products and technology from the United States, re-exports of U.S.-origin products and technology from foreign countries and, in some cases, shipments of foreign products incorporating U.S. content. The U.S. government also controls the release of technology to foreign nationals within the United States and export licenses may be required to hire foreign national employees.

Pillsbury assists clients in interpreting the often complex requirements of the Export Administration Regulations (EAR) and the International Traffic in Arms Regulations (ITAR) to determine if proposed transactions require prior approval from the Commerce Department’s Bureau of Industry and Security (BIS) or the State Department’s Directorate of Defense Trade Controls (DDTC). We help companies classify their products on the Commerce Control List (CCL) and the U.S. Munitions List (USML) and assist in the preparation of license applications and commodity jurisdiction requests. We advise clients on voluntary disclosures of export control law violations, conduct investigations, negotiate settlements, and defend companies in both administrative enforcement proceedings and criminal prosecutions.

Our recent experience in this area includes:

• Preparing and filing BIS encryption software reviews, notifications and classification requests;
• Advising major aerospace manufacturers on classification and licensing issues related to the incorporation of ITAR-controlled content in civil aircraft;
• Designing and implementing export control internal compliance programs for domestic and multinational clients in the aviation, technology, satellite services and other industries;
• Structuring and preparing Technical Assistance, Manufacturing License and Distribution Agreements as well as export and temporary import licenses submitted to DDTC for U.S. and foreign defense manufacturers and other companies, including satellite services providers to provide launch services and to exchange technical information with their foreign partners and insurers, and manage export control aspects of satellite insurance arbitration;
• Advising clients with regard to voluntary disclosures of export control violations and representing them in enforcement proceedings;
• Assisting in the preparation of commodity jurisdiction determinations resulting in the transfer of licensing jurisdiction for products from DDTC to BIS;
• Obtaining licenses from BIS permitting clients to ship products to sensitive destinations and permitting foreign national employees access to controlled technology, including appeals to the Operating Committee and the Advisory Committee on Export Policy (ACEP);
• Obtaining BIS classification determinations for semiconductor, telecommunications, pharmaceutical and other products;
• Advising on and drafting export control provisions in master services agreements for outsourcing applications development and maintenance functions to offshore entities;
• Advising clients developing Virtual Private Network (VPN) products on export control provisions used in their licensing and distribution agreements;
• Counseling on the impact of export controls on the development of Web-based video game systems; and
• Advising a technology consulting firm on procedures for exports of classified and unclassified software, data and consulting services under the ITAR and the Defense Department’s National Industrial Security Program Operating Manual (NISPOM).

Over the years, our firm has been extremely successful in managing export control issues on behalf of our clients. Although the details of many of these accomplishments are confidential, we can share the general details from a number of case studies to illustrate the breadth of the firm’s achievements in this area:

• When a client – a major foreign aerospace and defense firm – unexpectedly lost its internal compliance personnel, we took over day-to-day responsibility for all export control compliance functions associated with its U.S. sourcing. We assumed primary responsibility for classifying products under the ITAR and EAR, obtaining product and technology licenses, reviewing license compliance, and auditing the company’s global compliance structure and process. Using bulk licenses applications, product classification reviews and efficient projections of licensing needs, we were able to streamline their licensing process to reduce the average number of license applications from one per day to one every few weeks. We also assisted the client in hiring a new export control manager, including redefining the job responsibilities of the position and helping screen applicants.

• We worked with the State Department to develop a DDTC policy on contract employees. Our client, a major European OEM, wanted to use contract employees on defense-related projects dependant on U.S. technical participation. Had DDTC treated those individuals as subcontractors rather than employees, the client might have been required to add each individual employee to its technical assistance agreements, which would have seriously disrupted its operations. After a number of discussions with State Department lawyers and senior policy staff, we were successful in convincing DDTC that such persons should be considered employees of our client rather than contractors.

• We were able to obtain clarification from DDTC that technology used to control satellite radio beam characteristics should be subject to EAR rather than ITAR jurisdiction because the same technology was employed in controlling radio beams from cell phone towers and atmospheric balloon radio transmitters.

• We pioneered procedures for handling ITAR-controlled technical data in an international arbitration between a U.S. satellite operator and its foreign insurers. These procedures, developed in close coordination with DTSA, involved the taking of depositions in the United States and overseas, the preparation and dissemination of witness statements and expert reports, handling of hearing testimony, arbitral fact-finding, and the sharing of evidence and briefs. During this process we were able to substantially streamline DTSA’s monitoring and data review process for arbitrations.

• We worked closely with BIS on behalf of a client with many deemed export licenses for employees to facilitate procedures for renewing expiring licenses.

As a result of the firm’s prominence in this area, our attorneys have frequently been requested to serve as speakers and authors on export control subjects. We currently have a partnership with the Export Compliance Training Institute to speak on various topics in their highly-regarded U.S. Commercial Export Controls seminar series.

U.S. Economic Sanctions & Embargoes
Pillsbury lawyers have deep experience advising clients on compliance with economic embargoes imposed by the U.S. government under the International Economic Emergency Powers Act and the Trading with the Enemy Act, including sanctions regulations administered by the Treasury Department’s Office of Foreign Assets Control (OFAC) with respect to countries such as Cuba, Iran and Sudan as well as terrorists, drug traffickers and other designated entities.

Our recent experience in this area includes:

• Advising major U.S. and foreign financial institutions on OFAC compliance and enforcement matters, including designing and implementing internal compliance and screening programs, and advising on voluntary disclosures and negotiating settlements;
• Advising major pharmaceutical, media, and travel and information services companies on the impact of sanctions on their U.S. and global operations;
• Obtaining licenses to unblock funds, permit shipments and (when required) authorize travel to countries subject to sanctions;
• Assisting major international aerospace manufacturers with licenses to ship aircraft and components to sensitive countries and implementing compliance programs;
• Counseling trade associations on the impact of OFAC regulations on their dealings with foreign entities and other international activities;
• Assisting financial institutions, real estate companies and other business on the negotiation of contract language addressing compliance with Executive Orders and sanctions regulations;
• Advising U.S. and foreign companies on the complex interplay between U.S. sanctions and foreign antidote measures that target the extraterritorial application of U.S. laws and regulations, developing compliance strategies, and representing companies in multi-jurisdictional inquiries and enforcement proceedings; and
• Representing companies in OFAC enforcement actions, including negotiation of reduced civil penalties for violation of sanctions regulations.

Regulation of Foreign Investment & Industrial Security
Pillsbury advises both domestic and foreign clients on the regulation of foreign investment in the United States. The firm’s lawyers have represented companies in submitting dozens of notifications to the Committee on Foreign Investment in the United States (CFIUS) under the Exon-Florio Amendment and have been involved in complex, high-profile investigations. We have experience with the various laws under which reciprocal treatment of U.S. companies in the home country of the foreign investor is a condition for approval of an investment or participation in a government-funded research and development program.

Companies providing goods and services to the U.S. government may require security clearances to obtain access to classified information or, in the case of foreign acquisitions, for an acquired company to continue working on classified U.S. government contracts. The Defense Department’s Defense Security Service regulates security clearances through its National Industrial Security Program (NISP). We assist clients in determining how the NISP may affect their operations, including implementing measures to comply with the NISPOM’s “foreign ownership, control, or influence” (FOCI) rules.

Customs Compliance & Enforcement
Our experience encompasses virtually all aspects of the administration of the U.S. customs laws, including tariff classifications, country of origin marking, the valuation of imports (including intra-company transfer pricing) and rules of origin. We represent clients in requesting rulings from the U.S. Department of Homeland Security, Customs and Border Protection (formerly the U.S. Customs Service) and, in appropriate cases, obtaining private relief measures enacted by Congress with respect to the liquidation of specific entries. We assist clients in designing internal customs compliance programs, advise them in responding to Customs audits, and defend them in seizure, enforcement and penalty proceedings.

Customs compliance can be used proactively as a tool for lowering costs. We assist companies in evaluating the impact of international trade agreements and other tariff preference arrangements on their exports and imports and help them determine how component sourcing arrangements can affect price. Our lawyers are experienced in the interpretation and application of the complex rules of origin that affect international trade.

In recent years Customs has implemented new programs imposing greater responsibility on importers to ensure compliance with the customs regulations and to tighten security on import shipments. We work closely with our clients to help ensure they understand these programs thoroughly, including Importer Self Assessments, the Customs-Trade Partnership Against Terrorism (C-TPAT), the Container Security Initiative and the “24-Hour Rule.” Importers need to keep abreast of developments in this area to avoid having their shipments targeted by Customs for frequent inspections and to reduce the risk of disruptive audits.

Foreign Corrupt Practices Act Compliance
Companies that do business in foreign countries must ensure that they comply with the U.S. Foreign Corrupt Practices Act (FCPA). Recently, several factors have led to a marked increase in FCPA enforcement activity, stressing the need for a legal team that can provide a full range of FCPA-related services, from general compliance and advise on specific transactions to investigations and representation before government agencies when potential issues are uncovered. To better service our clients, Pillsbury has created a cross-practice team dedicated to providing clients exceptional guidance on complex legal and regulatory issues involved in doing business abroad.   

We provide a resource for executives and inside company counsel to address interpretation issues and to guide our clients through all aspects of FCPA compliance and enforcement, including:

• Advising on sensitive payments, conducting investigations and advising committees of companies’ Boards of Directors;
• Representing companies and individuals under investigation or charged with violations in both civil and criminal proceedings;
• Assisting companies with preparing and implementing internal control programs for FCPA compliance;
• Conducting due diligence reviews of potential acquisition targets, business partners and agents, analyzing and structuring transactions to avoid potential FCPA liability, and drafting contract clauses for agreements with foreign representatives;
• Advising on permitted sales and marketing activities involving government officials; and
• Coordinating with foreign local counsel to determine whether specific activities are lawful in the foreign jurisdiction.

Our recent experience in representing companies on FCPA matters includes:

• Assisting a foreign-based aircraft manufacturer in preparing its anti-bribery policy, and advising it on the scope of the FCPA;
• Advising a telecommunications company on questionable payments made by an affiliate in Saudi Arabia, working in conjunction with Saudi counsel;
• Advising a satellite services company on the structuring of its relations with radio spectrum coordination and oversight consultants in Russia to avoid potential FCPA concerns;
• Counseling a medical services company on special FCPA risk factors relating to doing business in China;
• Providing regular training sessions to the staff of a global nuclear services company and assisting the company with preparation of a standardized due diligence checklist;
• Advising an aircraft repair company on FCPA issues arising from the hiring of a sales representative in the Middle East;
• Assisting a technology company with operations in Latin America in establishing a compliance program, training materials and agreements with in-country sales representatives;
• Advising a medical device company on hiring and screening potential distributors in the Middle East;
• Advising a U.S. holding company on FCPA restrictions on cross-hiring of directors from its Middle East parent company;
• Drafting and assisting with the implementation, including training, of a corporate anti-bribery policy for a U.S. international bank;
• Assisting a European global conglomerate in drafting a global anti-corruption policy incorporating the FCPA and other global anti-corruption regimes;
• Performing FCPA due diligence for an acquisition of U.S. airplane component companies by a foreign airplane component company;
• Preparing FCPA compliance guidance for use by a telecommunications company in educating its employees;
• Advising a mineral assets holding company whether a gift to the president of another country or paying for the president's travel expenses could be consistent with the FCPA;
• Performing FCPA due diligence for an acquisition of a U.S. telecommunications company by a foreign telecommunications company;
• Advising an Israeli technology company on FCPA compliance related to hiring government employees to assist with research and development;
• Counseling an information technology government contractor on the FCPA pitfalls of using agents in the Middle East;
• Advising a technology company on a proposal to host foreign government officials to demonstrate their products; and
• Training U.S. government contractors on FCPA compliance related to their foreign projects.

Our team monitors U.S. court decisions, the terms of DOJ and SEC settlements, and policy statements of enforcement officials and regulators. Pillsbury offers full-service solutions for companies by helping them establish effective FCPA compliance programs and respond to potential violations when they arise.

International Trade Agreements
International trade agreements under the World Trade Organization (WTO) and other bilateral and multilateral agreements such as the North American Free Trade Agreement (NAFTA) have greatly expanded the scope of domestic government regulation that is subject to international obligations. Trade agreements now extend to areas such as financial services, environmental regulation, intellectual property, product standards, telecommunications, transportation and distribution, and certain aspects of foreign investment.

Trade agreements can be an effective mechanism for battling protectionist or discriminatory government regulation. At the same time, agreements still give governments the authority to restrict imports provided the government acts according to specified legal standards. Pillsbury lawyers have special experience in this area as a result of serving as advisers to foreign governments in trade agreement negotiations and dispute settlement proceedings. For example, Pillsbury has served for years as U.S. counsel to the Mexican Commerce Department for NAFTA and other trade-related issues.

In our role as advisors to both governments and companies, we have been involved in a number of completed and pending investor-state arbitrations, WTO dispute settlement proceedings and appeals, and other cases arising under the WTO, NAFTA and other trade agreements.

For example, we were closely involved in the first dispute settlement case arising under the WTO Telecommunications Agreement, which involved the regulatory framework for international telephone calls. Our work in the area of international environmental regulation has included such matters as advising on whether government regulation of the waste disposal industry can constitute an “expropriation” under international law; whether regulations to protect endangered species (dolphins and sea turtles) violate international trade obligations; and whether noise restrictions on aircraft engines are consistent with WTO agreements.

Trade disputes frequently have political as well as legal ramifications. We are among Washington, D.C.’s most experienced government relations lawyers, with extensive contacts in the Administration, the Congress, the states, the private sector and the diplomatic community. We advise U.S. companies, industry coalitions and foreign governments on trade policy matters, such as negotiating strategies for trade agreements, and we represent them before Congress and Executive Branch agencies. We assist governments and companies in complying with the Lobbying Disclosure Act, and the Foreign Agents Registration Act, as well as the Federal Election Campaign Act and other laws and regulations that affect companies’ participation in political activities.

Trade Remedy Proceedings
Pillsbury’s lawyers have extensive experience representing clients in trade remedy proceedings before the Commerce Department and the International Trade Commission, including antidumping, countervailing duty, and safeguard proceedings. We have been involved in many of the most complex topics raised in these proceedings, including antidumping issues relating to the application of the trade remedy laws to services transactions, anti-circumvention, hyperinflation, non-market economies, and the countervailability of subsidies granted to government-owned entities before those entities were privatized. Our firm also represents clients in appeals to the Court of International Trade and the Court of Appeals for the Federal Circuit.

We have experience with every type of trade remedy procedure, including investigations by the Office of U.S. Trade Representative of foreign country trade practices under Section 301, national security import restriction proceedings by the Commerce Department under Section 232, and investigations by the International Trade Commission under Section 332.

Our representation of clients in import relief proceedings is not limited to the United States.  With the increasing standardization of antidumping duty regimes under the Agreement on Implementation of Article VI of the General Agreement on Tariffs and Trade 1994, we have assisted companies subject to antidumping duty actions in other countries, such as the EU and Australia, whose regulations and procedures closely follow those developed in the United States.

We have organized and represented industry coalitions in trade remedy disputes, and we work closely with government relations specialists to coordinate strategies in situations where political considerations may influence determinations.

Following is a partial list of international trade investigations in which attorneys from our firm’s International Trade practice have participated, with Antidumping (AD), Countervailing Duty (CVD), Safeguards (Section 201), Section 232 and Section 332 investigations noted:

• Aerostructures for large civil aircraft (332)
• Antifriction bearings from Germany, Italy, Sweden, and Japan (AD)
• Automobiles (332)
• Bearings (232 and 332)
• Bulk aspirin from the People’s Republic of China (AD)
• Canned pineapple fruit from Thailand (AD)
• Carbon steel wire rope from Mexico (AD)
• Ceramics (332)
• Color negative photographic paper and chemical components thereof from Japan and the Netherlands (AD)
• Commercial microwave ovens from Japan (AD)
• Disposable lighters from Thailand (AD)
• Flat panel displays from Japan (AD)
• Flat-rolled carbon steel products from Japan (AD) and Brazil (AD and CVD)
• Flatware (201)
• Fresh cut flowers from Colombia (AD)
• Fresh tomatoes and bell peppers (201)
• Furfuryl alcohol from China and Thailand (AD and Sunset Review)
• Hot-rolled lead and bismuth carbon steel products from Brazil (CVD)
• Large civil aircraft (332)
• Low enriched uranium from Germany, France, the Netherlands, and the United Kingdom (AD and CVD)
• Knives (201)
• Motorcycles from Japan (AD)
• Plastics injection molding machinery (232)
• Roller chain from Japan (AD)
• Softwood lumber products from Canada (CVD)
• Solid urea from Germany (AD Changed Circumstances Review)
• Special quality hot-rolled and semifinished carbon and alloy products from  Brazil (AD)
• Stainless steel bar from the United Kingdom (AD)
• Stainless steel round wire from Taiwan (AD)
• Steel products (Section 201)
• Steel wire rod from Trinidad (AD and Suspension Agreement)
• Steel wire rod from Trinidad (CVD and Suspension Agreement)
• Steel wire rope from India (AD)
• Structural steel beams from Germany (AD)
• Structural steel beams from Japan (AD)
• Structural steel beams from Korea (AD)
• Structural steel beams from Korea (CVD)
• Structural steel beams from Spain (AD)
• Tapered journal roller bearings from Japan (AD)
• Tapered roller bearings from Japan (AD)
• Tubes for tires from Korea (AD)
• Uranium from Kazakhstan Suspension Agreement and Resumed Investigation  (AD)
• Uranium from Russia, Uzbekistan, and Ukraine (AD Sunset Review)
• Welded carbon steel standard pipe and tube from Turkey (AD)

We emphasize advance planning and assist companies in analyzing the extent to which their current or planned pricing strategies or use of government benefits may create the risk of a finding of dumping or subsidized exports. In U.S. antidumping and CVD proceedings, we have brought cases on behalf of domestic petitioners resulting in the imposition of millions of dollars of duties on imports. On behalf of foreign respondents, we have greatly minimized or eliminated companies’ exposure to import duties or obtained the revocation of antidumping duty orders.

Transactional Services
Contracts involving parties from different countries often address issues such as arbitration, export controls and embargo compliance, and the use of commercial terms of sale such as INCOTERMS (FOB, CIF, etc.) and the International Convention on the International Sale of Goods (CISG). We regularly advise clients on matters such as:

• Analyzing and assessing the impact of proposed export control and embargo compliance clauses in contracts with respect to the obligations they place on the parties;
• Counseling on the proper use of INCOTERMS with a view to avoiding ambiguities that could affect liability;
• Advising clients on the impact of the CISG, which applies by default to all contracts involving the sale of goods between parties from different countries unless expressly disclaimed; and
• Assisting clients in complying with the U.S. anti-boycott regulations, which prohibit U.S. companies from cooperating with the Arab boycott of Israel (and other unsanctioned foreign boycotts) and require reports of boycott requests to be filed with the Commerce Department.