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- National security issues often show up inside ordinary cross border business work
- Export controls can regulate goods, software, and technical information
- ITAR is the export control system tied most closely to defense trade
- The EAR is a second export control system that covers many commercial items
- Economic sanctions can restrict transactions even when no goods are shipped
- Foreign investment review can affect mergers, acquisitions, and certain minority investments
- Federal contracting adds its own rulebook for how government buying works
- Classified work is governed by industrial security rules that can intersect with ownership questions
- Cross border compliance work often looks like one combined risk picture
- Anti corruption laws can apply to global business development and accounting
- Professional responsibility is mostly state law, even when the work is federal
- Misunderstandings tend to come from definitions and scope rather than bad intent
- Reviews and enforcement can be administrative, civil, criminal, or contractual
- Sources
Key Facts
- Federal level: U.S. export controls are primarily administered through the International Traffic in Arms Regulations and the Export Administration Regulations.
- Federal level: ITAR defines “export” to include some releases of technical data to foreign persons inside the United States.
- Federal level: ITAR lists specific activities that are not treated as exports, including certain encrypted transfers of unclassified technical data under stated conditions.
- Federal level: OFAC sanctions programs may restrict trade and may require blocking of property interests, depending on the program and parties involved.
- Federal level: CFIUS authority to review certain transactions is codified at 50 U.S.C. 4565 and implemented by regulations in 31 C.F.R. part 800.
- Federal level: Federal procurement generally operates under the Federal Acquisition Regulation, and Department of Defense procurement commonly involves the DFARS.
- Federal level: GAO bid protest rules include time limits that often turn on when a protest basis is known or should have been known.
- Federal and state: Lawyers are licensed and disciplined under state rules, while federal law also addresses ethics obligations for “attorneys for the Government.”
As of February 2026: The legal rules and agency procedures discussed here can change, including through new regulations, guidance, and court decisions.
National security issues often show up inside ordinary cross border business work
Many people picture national security law as criminal cases or intelligence oversight, but a lot of the day-to-day work looks like business law with extra guardrails. In practice, an international business lawyer may run into national security limits while working on supply chains, software licensing, data sharing, or even routine corporate governance for a company that sells to the government.
At the federal level, these guardrails tend to come from a few repeat systems. The most common are export controls, economic sanctions, foreign investment review, and federal contracting rules. Each system is separate, but they often overlap in the same deal, which can create confusion even for experienced teams.
Export controls can regulate goods, software, and technical information
Export controls are a federal framework that restricts certain international transfers. In simple terms, they can cover physical shipments and also the sharing of certain technical information with foreign persons.
ITAR is the export control system tied most closely to defense trade
One core concept in ITAR is that “export” is broader than shipping a product overseas. Under 22 C.F.R. § 120.50, an export can include releasing or transferring technical data to a foreign person in the United States, as well as performing a defense service for the benefit of a foreign person.
Another concept that can surprise nonlawyers is how ITAR draws lines around encrypted technical data. ITAR describes some activities that are not treated as exports, reexports, retransfers, or temporary imports, including certain encrypted handling of unclassified technical data under specific conditions in 22 C.F.R. § 120.54.
The EAR is a second export control system that covers many commercial items
The Export Administration Regulations set out general information and structure for controls administered by the U.S. Department of Commerce, including licensing concepts and license exceptions. The “general information” portion appears in 15 C.F.R. part 730.
Separately, the Bureau of Industry and Security maintains an online resource that helps users read and search the EAR text, while warning that the official legal editions remain the CFR and Federal Register. That BIS resource appears at BIS access to the Export Administration Regulations.
Economic sanctions can restrict transactions even when no goods are shipped
Economic sanctions are a federal tool that can restrict trade, services, and financial dealings with certain countries, regions, entities, or individuals. The U.S. Department of the Treasury’s Office of Foreign Assets Control describes sanctions programs as using “blocking of assets and trade restrictions” to accomplish foreign policy and national security goals on its Sanctions Programs and Country Information page.
Because sanctions are often party-based, names and identifiers can matter as much as geography. OFAC provides an official online lookup tool for its lists at the Sanctions List Search site, and the page itself notes that it is not a substitute for appropriate due diligence.
Foreign investment review can affect mergers, acquisitions, and certain minority investments
Foreign investment review is another federal system that can affect international deals involving U.S. businesses. CFIUS authority to review certain transactions is codified at 50 U.S.C. § 4565, which is often referenced as “section 721” of the Defense Production Act framework.
In modern practice, many of the operational rules are in Treasury regulations. The core regulations for certain investments in the United States by foreign persons are set out in 31 C.F.R. part 800, which includes definitions, coverage rules, and procedures for declarations and notices.
Federal contracting adds its own rulebook for how government buying works
Federal procurement is governed by extensive regulations that affect solicitations, contract terms, and post-award administration. The main government-wide rulebook is the Federal Acquisition Regulation, which is published and maintained through Acquisition.gov access to the FAR.
Defense procurement often adds another layer through the Defense Federal Acquisition Regulation Supplement. The DFARS is published online at Acquisition.gov access to the DFARS, where update dates and change numbers are posted.
Disputes in federal contracting sometimes move into specialized forums. GAO explains that a bid protest is a challenge to the terms of a solicitation or the award of a federal contract and that GAO provides an independent forum for resolution on its Bid Protests page.
Timeliness is one of the most important features of bid protests because the system is designed to move quickly. GAO’s timeliness rules appear in 4 C.F.R. § 21.2, which sets out filing timing standards for different protest types, including a common 10-day rule and special rules tied to certain debriefings.
GAO also operates under a decision clock for most cases. Under 4 C.F.R. § 21.9, GAO generally issues a decision within 100 days after a protest is filed, with an “express option” track described in the regulation as 65 days for qualifying cases.
Classified work is governed by industrial security rules that can intersect with ownership questions
Some government work involves access to classified information, which brings an additional federal compliance layer. The National Industrial Security Program Operating Manual has been implemented as a federal rule in 32 C.F.R. part 117, commonly referenced as the NISPOM rule.
Ownership and control can become central in this space because the U.S. government evaluates “foreign ownership, control, or influence” risks for cleared entities. The FOCI framework is described in 32 C.F.R. § 117.11, including how the cognizant security agency considers whether a U.S. entity is under FOCI and what the regulation describes as mitigation or negation methods.
Cross border compliance work often looks like one combined risk picture
In real transactions, these systems frequently overlap. A single deal can involve export controls (technology sharing), economic sanctions (who is on the other side), CFIUS (foreign investment in the U.S.), and federal contracting (procurement rules and flow-down clauses). That overlap is one reason the “international business lawyer” label can cover more national security content than many people expect.
Anti corruption laws can apply to global business development and accounting
Another recurring federal issue in international deals is anti-corruption enforcement. The Foreign Corrupt Practices Act includes anti-bribery provisions and is reflected in federal statutes such as 15 U.S.C. § 78dd-1, which addresses prohibited foreign trade practices by issuers.
In practical terms, this area often intersects with third-party relationships, government touchpoints abroad, and corporate books and records. The legal details vary by party type and transaction structure, so discussions in this area often focus on definitions, jurisdictional hooks, and how payments are characterized and recorded.
Professional responsibility is mostly state law, even when the work is federal
Lawyer licensing and discipline in the United States are primarily handled at the state level, which means professional conduct rules can vary depending on the state where a lawyer practices. Federal courts also have their own local rules, and ethics issues can become especially sensitive in matters involving confidential government information, classified material, or cross border communications.
Federal law also addresses government lawyer ethics in a specific way. Under 28 U.S.C. § 530B, an “attorney for the Government” is subject to state laws and rules and local federal court rules governing attorneys in each state where the attorney engages in duties, to the same extent as other attorneys in that state.
Misunderstandings tend to come from definitions and scope rather than bad intent
Many compliance failures start with a mismatch between everyday language and legal definitions. Words like “export,” “service,” “foreign person,” “control,” or “ownership” can have technical meanings in regulations that do not match how those words are used in casual business conversations.
Another common friction point is that federal systems are designed around different policy goals. Export controls focus on controlled items and technical information, sanctions focus on parties and programs, CFIUS focuses on national security risks in transactions, and federal contracting focuses on the integrity and performance of government procurement.
Reviews and enforcement can be administrative, civil, criminal, or contractual
Enforcement does not always look like a criminal case. Some outcomes occur through licensing decisions, administrative actions, civil penalties, denial or debarment-type consequences, or contract remedies under procurement rules. In some settings, a legal dispute may also involve protective orders, security reviews, or restricted forums because of classified information concerns.
Dispute processes also vary by system. A bid protest at GAO is governed by GAO’s protest regulations, while export control enforcement can involve agency administrative processes and federal statutes, and CFIUS outcomes depend on statutory authority and Treasury regulations.
