Fundamentals of International Business Transactions
Why Attend?
Do you know:
• Why choice of New York law (or any other state's law) in drafting a contract may subject your client to having the governing law be the U.N. Convention on the International Sale of Goods?
• Why differences between the UCC and the U.N. Convention may make one or the other a better choice of law?
• What recent changes in the law governing letters of credit may have a major impact on our clients financing of international sales?
• What recent changes in export control and sanctions statutes have multiplied potential civil and criminal penalties for violations?
• Which frequently used arbitral body is the most expensive and most cumbersome to use? (You may be surprised as to which one it is!)
• What potential ethical traps await you when you start advising your client on foreign law issues?
If you are not conversant with all of these issues, then you should take this course of study!
After an introductory discussion of international law sources and researching skills, this annual course of study, comprising more than 18 hours of instruction, examines important topics, including:
• International sales of goods
• Regulation of imports and exports
• Contracting with agents and distributors
• Intellectual property rights and licensing
• E-commerce
• Foreign investment, including foreign law restrictions and insurance
• Joint ventures
• Dispute resolution
• Tax aspects of international transactions
• Immigration law
Recent developments in each legal field or regional area also are covered, as well as issues of ethics and professional responsibility (one hour). Ample time is provided for the faculty to work individually with registrants in an international negotiations problem and to address registrants' questions.
THURSDAY NIGHT DUTCH-TREAT DINNER
Registrants also have the opportunity to attend a "dutch treat" dinner with faculty on Thursday evening. This dinner will be held at 6:30 pm at an Italian restaurant just steps away from the hotel. A 3-course, pre-set menu has been selected, giving you several choices for your appetizer and entree, including vegetarian options. The cost is $35/person (including tax and tip, but excluding drinks). Please be prepared and have sufficient cash on hand to pay for your share. If you are interested in attending, please RSVP to Amy Weinberg at aweinberg@ali-aba.org.
Planning Chair
(also on faculty)
Charles Routh, Garvey Schubert Barer, Seattle
Faculty
Lorraine M. Brennan, Kilpatrick Stockton LLP, New York
Robert J. Cunningham, Baker & McKenzie LLP, Chicago
Riyaz Dattu, Osler, Hoskin & Harcourt LLP, Toronto, Ontario
Peter D. Ehrenhaft, Harkins Cunningham LLP, Washington, D.C.
William F. Fox, Purcell & Fox, LLP, Washington, D.C.
Cecil Hunt, Harris, Wiltshire & Grannis LLP, Washington, D.C.
Franklin C. Jesse, Jr., Gray Plant Mooty, Minneapolis
Margaret A. Niles, Kirkpatrick & Lockhart Preston Gates Ellis LLP, Seattle
Roy Jack Watson, Jr., Watson Law Offices, Bedford, Massachusetts
ALI-ABA Staff Attorney: Amy S. Weinberg, Assistant Director, Office of Courses of Study
Program Schedule
THURSDAY, MAY 8, 2008
7:30 a.m. Registration and Continental Breakfast
Webcast Segment A
8:30 a.m. Introductory Remarks - Mr. Routh
8:35 a.m. The International Sources of Law - Messrs. Ehrenhaft, Fox, and Routh
Treaties and non-legal instruments; researching international and foreign law
SALES OF GOODS ACROSS BORDERS
9:00 a.m. Sales of Goods - Messrs. Fox and Routh
Trade terms, payment clauses, and letters of credit
9:45 a.m. U.N. Conventions on Contracts for the International Sale of Goods (CISG) and the Limitations Period in the International Sale of Goods - Ms. Niles
10:15 a.m. Networking Break
10:30 a.m. Electronic Sales of Goods and E-Commerce - Messrs. Fox and Routh
11:00 a.m. Introduction to International Taxation - Messrs. Cunningham and Dattu
U.S. and foreign direct and indirect (withholding) taxation of international business; GST and VAT taxes
11:45 a.m. Regulation of Trade - Messrs. Dattu, Ehrenhaft, and Routh
Import relief; customs documentation; WTO and WTO dispute resolution; safety of food and other imports; USA Patriot Act and other anti-terrorism measures; FDA rules; Bioterrorism Act of 2002
12:30 p.m. Lunch Break
Webcast Segment B
1:45 p.m. Foreign Corrupt Practices Act, Export Controls, and Anti-Boycott Issues - Messrs. Ehrenhaft, Hunt, and Routh
2:30 p.m. Extra-Territorial Reach of U.S. FCPA, EARs, ITARs and Economic Sanctions - Messrs. Dattu, Ehrenhaft, Hunt, and Routh
3:15 p.m. Networking Break
LICENSING
3:30 p.m. Licensing Sales and Services - Mr. Jesse
Intellectual property, patents, trademarks, and know-how
STRUCTURES FOR DOING BUSINESS OR INVESTING ABROAD: BRANCHES, JOINT VENTURES, AND SUBSIDIARIES
4:30 p.m. Dealing with Intermediaries - Messrs. Ehrenhaft and Jesse and Ms. Niles
5:15 p.m. Adjournment for the Day
FRIDAY, MAY 9, 2008
8:00 a.m. Continental Breakfast
Webcast Segment C
8:30 a.m. Tax Considerations in Selecting Form of Doing Business or Investing Abroad - Mr. Cunningham
US and foreign taxation of branches, joint ventures, subsidiaries and other tax creatures
9:30 a.m . Foreign Direct Investment - Ms. Niles
Forms of investment; investment entities; limitations on foreign investment; investment treaties
10:30 a.m. Networking Break
10:45 a.m. Understanding Differences between the Common Law and Civil Law Traditions - Messrs. Fox and Routh
Training of lawyers; formation of contracts; entity formation and governance; differences among Canada, European, Asian, and other countries
11:15 a.m. Mock Discussion and Negotiation: Creating a Joint Venture or Franchise Relationship - Messrs. Ehrenhaft and Jesse and Ms. Niles
12:45 p.m. Lunch Break
Webcast Segment D
2:00 p.m. Taxation of International Business - Cross-Border Considerations - Mr. Cunningham
Dealing with intercompany transfer pricing rules applicable to cross-border sales, services, licenses and the use of double tax treaties
3:00 p.m. Networking Break
DISPUTE RESOLUTION AND OTHER ISSUES
3:15 p.m. Arbitration, Mediation, and Litigation - Ms. Brennan and Messrs. Fox and Routh
4:30 p.m. Ethics and Professional Responsibility in International Transactions - Mr. Fox and other members of the faculty
5:30 p.m. Adjournment for the Day
SATURDAY, MAY 10, 2008
8:00 a.m. Continental Breakfast
Webcast Segment E
8:30 a.m. Immigration Law and International Business - Mr. Watson
9:30 a.m. Investment Disputes and Political Risk Insurance - Messrs. Dattu and Hunt
10:30 a.m. Networking Break
10:45 a.m. Mergers, Acquisitions, and Joint Venturing - Messrs. Dattu, Ehrenhaft, and Jesse and Ms. Niles
Including viewpoints from Canada, Europe, and other regions
11:45 a.m. Document Preparation and Special Clauses - Ms. Niles and Mr. Routh
Distribution, licensing, and dispute resolution provisions, among others
12:45 p.m. Adjournment
Total 60-minute hours of instruction: 18.25, including one hour of ethics
Suggested Prerequisite: Graduation from law school.
Educational Objective: Acquisition of knowledge and skills to develop proficiency as a practitioner; provision of information on recent legal developments.
Level of Instruction: Basic
Here's what registrants have said about this course:
"This is a very congenial and open minded faculty. It has been a pleasure to attend this session. Good practical knowledge, and the large number of topics was excellent." --- Dec. 2006 Registrant
"The course was very helpful for me. A good combination of very good, detailed, written materials and oral presentations." --- Dec. 2006 Registrant
"This seminar had one of the best ethics sessions I have attended. Very interactive and engaging." --- Dec. 2006 Registrant
"The course was very much worth my time." --- Dec. 2006 Registrant
"Course materials are excellent and I will refer to them in the future. Thanks for a great program." --- Dec. 2006 Registrant
"This course was exactly what I needed. I recently moved into a job which requires a global understanding of international business and tax law/trade/immigration and how they apply to certain transactions. This helped both braid together some separate strands of knowledge and create awareness of the number of potential legal issues."
"I had a wonderful time, I learned very important information, and I was successful in networking. I intend to attend this course in the future."
"The course was excellent with great faculty. Great selection of practical materials that can be used later on. I am very glad that I attended it; lots of useful and practical information."
"This is a great CLE class. The faculty are excellent practitioners with profound experience and insights. The classes are practical. If you want to stay at the top of the field, you must learn from this wonderful panel."
"Fantastic interaction and discussion with attendees. The faculty has a rich history in the practice and apparently with each other in past presentations of this seminar."
"The course was excellent. I very much like detailed course materials that can be used as an enduring resource, with presentations that provide overview, context, and useful practical suggestions that effectively augment the materials. Speakers with presentations that fill out the program make the course worthwhile (as opposed to simply reciting or reading the printed materials). This program fulfilled both preferences. Kudos to the speakers, material preparers, and ALI-ABA."
