Corporate Immigration and Employer Compliance
Immigration Consequences of Mergers, Acquisitions, Reductions in Force, and Corporate Restructuring
Myriad immigration law issues arise from corporate restructuring. Whether the deal involves a merger, acquisition, asset purchase or spin-off, it is beneficial to both the buyer and seller to address immigration law issues as early as possible in the transaction. Each deal presents distinct traits and thus must be approached with a fresh perspective and appropriate framework.
For each corporate restructuring, it is imperative to ask:
- Is there a new legal entity being created?
- Is there new ownership and/or control of that legal entity?
- Has a material or substantive change in an employee's job duties occurred?
The answers to these questions will define the immigration issues to be addressed. Common issues include whether to complete new I-9s, whether to file new nonimmigrant petitions, and whether to file successor-in-interest immigrant petitions for an acquired workforce.
Seyfarth has special experience in immigration issues that arise both before and after corporate restructuring. If a deal is being contemplated, our firm can offer advice on structures that would yield the most beneficial immigration result. Prior to a deal being closed, we can conduct a pre-closing audit of the seller's I-9s and LCA public inspection files, determine whether the employer needs to file amended petitions with the USCIS for the acquired nonimmigrant workforce, and determine whether new employees are intending immigrants and need to file "successor-in-interest" immigrant petitions.
Workforce Authorization Compliance
Seyfarth’s Immigration Compliance Center (ICC) assists clients with the increasingly complex landscape surrounding I-9 verification issues (including E-Verify participation), social security mismatch letter best practices, state-level immigration obligations, ICE raids, and associated matters. Following are some of the workforce authorization competencies that we offer:
- Emerging State Laws and Regulations
- Electronic I-9 Creation and Storage
- I-9 Policy Development, Compliance, and Training
- I-9 Auditing
- Contractor I-9 Compliance Program
- Government Audit and Investigation Response
Immigration Compliance Audits and Government Investigations
Today, penalties for violations of federal and state immigration rules extend beyond costly civil fines; they also include imprisonment, asset forfeiture, and debarment from government contracting and from sponsorship of additional foreign workers. Executives, business managers, human resources staff members, worksite supervisors, and union stewards all face potential civil and criminal liability for failure to abide by the immigration laws.
We can help you be prepared for visits by U.S. Customs & Immigration Enforcement, the Wage and Hour Division of the U.S. Department of Labor, the U.S. Department of Justice’s Office of Special Counsel for Unfair Immigration-related Employment Practices, or the Office of Federal Contracts Compliance Programs. We can assist with the required paperwork if your company is given 72 hours to turn over its original I-9s to the government. We will work with you to review your I-9 forms, suggest corrections, and advise and represent you. We also provide on-site representation during government worksite enforcement actions and we assist clients in negotiating with government agencies to try to minimize fines and penalties.
Corporate Strategy and Policy Development Guidance
Companies conducting complex business transactions may be exposed to unforeseen, unintended immigration-related consequences, such as legal liabilities and significant monetary penalties. To remain competitive in an increasingly global economy, companies also must plan what kinds of foreign workers they will need and whether outsourcing is a viable solution. Management requires expert assistance and representation in navigating the often complex and pitfall-laden immigration and antidiscrimination laws, and responding to any adverse actions. Due diligence must include an analysis of the company's immigration-related issues and how best to address them, as well as the mapping-out of a comprehensive sanctions and liability avoidance strategy.
Whether you need assistance in ensuring compliance with immigration-related labor and employment laws, processing immigration applications and filing the necessary accompanying documentation, formulating an I-9 employment authorization verification and records maintenance policy, or information on how to avoid citizenship discrimination issues or assistance to address the needs of international staff, Seyfarth Shaw can provide you with expert counsel, including strategic planning, conducting an internal audit of your existing practices, or providing you with an assessment of potential liabilities. In addition, we can help you draft employment agreements for international personnel or policies for your employee handbook on a variety of immigration-related topics, such as antidiscrimination provisions, I-9 completion, and public access file maintenance.
U.S. Export Control Laws
With limited exception, export control laws require U.S. government approval before exporting defense-related articles or technology. U.S. export control laws may define “export” to include not only sending items outside of the United States, but also disclosing technology to persons who are not citizens or permanent residents of the United States, regardless of where the disclosure takes place. These laws can impact not only companies transferring items overseas but also companies employing foreign nationals in the United States. This is particularly significant for companies employing persons on H-1B visas since such employees will often need access to technology as part of their job responsibilities.
Seyfarth Shaw has extensive experience with these laws—counseling U.S. and foreign companies across a broad range of industries. Our range of services includes:
- Developing company compliance policies and procedures
- Providing training
- Conducting compliance audits and internal reviews
- Investigating and voluntarily reporting violations to the cognizant agencies
- Representing companies before the cognizant agencies
- Classifying company products and technology
- Drafting commodity jurisdiction requests
- Assisting in the preparation of license applications and other forms of approval requests
- Conducting due diligence of export related matters in connection with mergers and acquisitions