Justin Rosen

Corporate law associates are often assigned "due diligence" projects in connection with transactional deals. They are asked to review a target's records and identify "anything that looks suspicious." Where to begin? This is a practical skills course that will assist LLM in American Law Program students in understanding international compliance and risk due diligence in cross-border transactions. Students will learn to identify and investigate the myriad "red flags" that can signal a target company's non-compliance with US laws governing global trade and anti-corruption. Through case studies and hands-on exercises and assignments, students will develop the lawyering skills needed to assess a target company's control framework (compliance programs), identify potential red flags of non-compliance, and advise management on the risks posed by a potential transaction. The focus will be on the compliance obligations of multinational enterprises pursuant to anti-corruption rules (primarily, the Foreign Corrupt Practices Act) and U.S. trade sanctions (OFAC). Students may not also take "Compliance and Risk Management in Global Commerce." (JD 918)