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Congress Passes Iran Sanctions Legislation Holding Parent Companies Liable for Iranian Transactions by Their Foreign Subsidiaries

On August 1, the House and Senate approved the Iran Threat Reduction and Syria Human Rights Act of 2012. The bill now goes to President Barack Obama who is expected to sign it into law.

Once enacted, among many things, the Act would hold liable parent companies for transactions with Iran by their foreign subsidiaries.  No later than 60 days after enactment, a partnership, association, trust, joint venture, corporation, or other organization owned or controlled by a U.S. person and established and maintained outside the U.S. would be prohibited from knowingly engaging in any transaction directly or indirectly with the Government of Iran or any person subject to the jurisdiction of the Government of Iran (e.g., Iranian companies or citizens) that would be prohibited by the U.S. Iranian Transaction Regulations if the transaction were engaged in by a U.S. person or in the U.S. 

Once enacted, violators would be subject to civil penalties up to $250,000 or an amount that is twice the amount of the transaction that is the basis of the violation.  Criminal penalties include fines no more than $1,000,000 or imprisonment for not more than 20 years, or both.

Once enacted, civil penalties will not be imposed on a partnership, association, trust, joint venture, corporation, or other organization, if the U.S. person divests or terminates its business with the entity no later than 180 days.  To avoid either divestment or penalties, U.S. companies would need to review their foreign subsidiaries' transactions and determine whether the foreign subsidiaries are engaged in transactions that will need to be terminated within the next 60 days.

Additionally on July 31, President Obama announced new U.S. sanctions against foreign banks that handle transactions for Iranian oil or handle large transactions from the National Iranian Oil Company or Naftiran Intertrade Company.  The White House published a fact sheet outlining sanctions issued against Iran by President Obama's administration.

© 2020 BARNES & THORNBURG LLPNational Law Review, Volume II, Number 215


About this Author

Karen A. McGee, Barnes Thornburg Law Firm, Washington DC, Corporate Law Attorney

Karen A. McGee is the Managing Partner of the Washington, D.C. office of Barnes & Thornburg LLP and a member of the Global Services Practice Group, Associations and Foundations Practice Group, and the Corporate and Intellectual Property Departments. Ms. McGee concentrates her practice in the international trade area.

Ms. McGee counsels foreign and domestic clients and trade associations on international trade regulatory matters involving the International Traffic in Arms Regulations (ITAR) and Export Administration Regulations (EAR); foreign assets controls; antidumping and...