Farhad Jalinous

Partner, Washington, DC

Biography

“Farhad Jalinous continues to be a leading lawyer in the national security arena, advising on CFIUS reviews. Interviewees say: ‘He is an excellent attorney with in-depth knowledge of the CFIUS area. He is very practical and understands the needs of the client.’”
Chambers Global, 2020

Overview

Farhad Jalinous is a partner in our Global International Trade and Global Mergers & Acquisitions Practices, and is the Global Head of the Firm’s Foreign Direct Investment (FDI) Reviews & US National Security/CFIUS practice. Farhad routinely represents clients from all over the world, including top Fortune 500 companies, in connection with the regulatory aspects of investing in the United States. His experience includes negotiating some of the most complex and sensitive national security agreements approved by the US government.

In particular, with over 25 years of experience, Farhad represents clients in national security reviews before the Committee on Foreign Investment in the United States (CFIUS), as well as before several agencies of the US government, including the Department of Defense, the Department of Energy and other cognizant security agencies, with respect to mitigation of Foreign Ownership, Control or Influence (FOCI) under the applicable national industrial security regulations. He also represents clients in connection with the Team Telecom process.

Farhad routinely represents clients in all stages of the CFIUS process, including conducting due diligence to assess potential areas of national security concern, deal structuring and other strategic planning, negotiating purchase agreement terms to ensure client protection, developing strategies for engaging CFIUS and its member agencies, preparing CFIUS filings and managing follow-up inquiries, negotiating mitigation agreements, and guiding companies through mitigation implementation.

Farhad also routinely represents clients in FOCI adjudications and mitigation negotiations with US government cognizant security agencies. In that regard, he has advised and negotiated numerous majority and minority FOCI mitigation arrangements, including Proxy Agreements, Special Security Agreements, Security Control Agreements and FOCI Board Resolutions.

Farhad is widely regarded as one of the very top CFIUS and FOCI practitioners in the US legal market. For more than a decade, he has been consistently recognized as one of the top-tier CFIUS attorneys (Band 1) by Chambers Global and Chambers USA. He has also been recognized as a top-tier attorney by The Best Lawyers in America 2020. Chambers Global 2020 noted: “Farhad Jalinous continues to be a leading lawyer in the national security arena, advising on CFIUS reviews. Interviewees say: ‘He is an excellent attorney with in-depth knowledge of the CFIUS area. He is very practical and understands the needs of the client." Further, clients have also recognized Farhad as “clear-thinking and well-connected” in The Legal 500 US. Farhad is often quoted by the Wall Street Journal, Bloomberg, Thomson Reuters, American Law Daily, The Daily Deal and others.

Bars and Courts
District of Columbia Bar
Education
JD
Georgetown International Environmental Law Review
Georgetown University Law Center
BA
Georgetown University
Languages
English
Farsi
French

Experience

Speaking Engagements

“Getting CFIUS Approval for Investments from and Deals with Foreign Businesses,” July 2020: Strafford Publications Inc., (speaker)

"New CFIUS Regulations: Ensuring Compliance in the Evolving CFIUS Landscape," November 13, 2019: Strafford Publications Inc., (speaker)

"Key updates on the new regulations on Foreign Investments in the USA", October 22, 2019: Di Conference's annual M&A conference, Stockholm, (speaker)

CFIUS event co-presented by Jefferies Event Driven Strategies Desk and White & Case, September 19, 2019: New York, (speaker)

"New CFIUS Pilot Program: Expanded Jurisdiction, Reporting Requirements for Non-Controlling Investments", CLE Webinar, Strafford Publications, February 2019

"CFIUS Update and What FIRRMA Means for Industry", September 6, 2018: AmCham China Outbound Investment Forum, Beijing, (speaker)

"Border Control − Selective Globalization and Transnational Dealmaking", June 18, 2018: The M&A Advisor's 2018 Global Corporate Growth Seminar, New York (panelist)

"CFIUS and The Reform Initiative", April 13, 2018: American Bar Association (ABA) 2018 Business Section Spring Meeting, Acquisitions of Public Companies Subcommittee, (speaker)

Spring Series 2018: CFIUS and other FDI reviews – Hitting the wall and finding a way through, April 11, 2018: Frankfurt, (speaker)

American Conference Institute's 4th National Forum on CFIUS & Team Telecom, January 31, 2018, Washington DC, (conference co-chair); "Changes to CFIUS Reviews under the Trump Administration: The Outlook for FDI amid Shifting US Policy, Proposed Legislation and an Evolving Deal-Making Climate", (panel moderator)

"Cross-Border Deals – Protectionism and Inter-Jurisdictional Challenges," January 10, 2018: Credit Suisse 2018 Washington Perspectives Conference, (panelist)

"Economic Cooperation & Competition: US, China & Taiwan Perspectives," November 16, 2017: US-Taiwan Business Counsel public session (panelist)

"National Security Reviews of Foreign Acquisitions," September 15, 2017: American Bar Association 2017 Business Law Section Annual Meeting, ABA Acquisitions of Public Companies Subcommittee (speaker)

"Key CFIUS Developments: Lessons from Recent CFIUS Decisions and Implications of the New Administration," September 6, 2017: Strafford Publications Inc., (speaker)

"National Security Reviews and the New Protectionism," June 27, 2017: Deutsches Aktieninstitut M&A Conference (speaker)

"Developing a Global Cross-Border M&A Filing Process: Dovetailing Your CFIUS Strategy with FDI Rules in Canada, the EU and China," February 1, 2017: ACI 3rd National Forum on CFIUS & Team Telecom, (speaker)

"The Promising Frontiers of US-Japan Cooperation in Defense Trade and Joint Development," December 19, 2016: Hudson Institute's Science, Technology and the US-Japan Alliance Symposium, (speaker)

"Mergers and Acquisitions in the US Market," October 11, 2016 China Merchants Bank's China-US M&A Forum, (speaker)

"If I Told You I'd Have to Shoot You: Due Process in Foreign Investment Review," October 7, 2016: Canadian Bar Association Competition Law Fall Conference, (speaker)

"Key CFIUS Developments: Lessons from Recent CFIUS Report and Cleared Transactions," July 8, 2015: Strafford Publications Inc., (speaker)

March 11-13, 2014: UK Home Office Security and Policing Event, (speaker)

"Acquisition of USA Defense & Security Companies: What You Need to Know," November 6, 2013: Aerospace Defense Security Group Webinar, (presenter)

"Managing the Interplay of Export Controls and National Security: Integrating ITAR and NISPOM Requirements that Govern Foreign Nationals, Foreign Ownership and Release of Classified Information," May 14, 2013: American Conference Institute Global Export Controls Compliance Conference, (panelist)

April 10 & 16, 2013: China's PRC Bureau of National Defense Science and Technology Conference, (presenter)

"CFIUS Regulations and FINSA Compliance, Leveraging Lessons from Recent Transactions for Foreign Investment in the US," April 16, 2013: Strafford Publications Inc., (speaker)

April 6, 2013: ABA Business Law Spring Section Meeting, (speaker)

"CFIUS Regulations for Foreign Investment in the U.S.," April 11, 2012: Strafford Publications Inc., (speaker)

"UK Briefing on Investing in the US Defense and Security Sectors," March 13, 2012: Aerospace Defense Security Group, (speaker)

September 21-23, 2011: ABA Business Law Section's Global Business Law Forum, (speaker)

"Foreign Ownership, Control or Influence and Government Contractor Security Clearance," September 14, 2011: Webinar, (speaker)

"FOCI and Government Contractor Security Clearance," October 26, 2010: Strafford Publications Inc., (speaker)

"CFIUS Regulations for Foreign Investment in the US, Leveraging Lessons Learned One Year After the New FINSA Requirements," March 25, 2010: Strafford Publications Inc., (speaker)

"Strategies for Meeting FINSA Requirements," March 15, 2010: Webinar, (speaker)

"Regulations for Foreign Investment in the US," March 24, 2009: Strafford Publications Inc., (speaker)

Publications

Proposed Foreign Investment Scrutiny Adds to Fintech Deal Risk, CQ Roll Call, November 2019

Foreign Investment Review Heats Up Following CFIUS Reform, Bloomberg Law, October 2019

Chinese Walls – Transgressing borders between national security and technology protectionism – The reform of the CFIUS process through FIRRMA as well as latest initiatives in Germany and Europe, Die Aktiengesellschaft, 2019

"How FIRRMA Changed National Security Reviews In 2018," Law360, December 17, 2018

CFIUS Reform Becomes Law: What FIRRMA Means for Industry, The M&A Journal, November 2018

CFIUS: FIRRMA Pilot Program Mandates Notification for Certain Critical Technology Transactions, The M&A Journal, November 2018

CFIUS: FIRRMA Pilot Program Covered Transaction Analysis Tool (whitecase.com/cfius-firrma-tool), White & Case, November 2018

"National Security Reviews 2018: A Global Perspective," White & Case, 2018

"FIRRMA: Proposed CFIUS Legislation Would Bring Significant Changes", The M&A Journal, February 2018

"Navigating National Security Reviews Worldwide" (2017), Reprinted in The M&A Journal, February 2018

"Grenzkontrollen am Ende der Seidenstraßen (Border Controls at the End of the Silk Roads)," Die Aktiengesellschaft, August 7, 2017

"Reducing M&A Risks in Relation to National Security Reviews: Ring-Fencing as a Potential Solution," Business Law Magazine, June 8, 2017

"Trends in 'Close Proximity' Issues at CFIUS," Law360, October 26, 2015

"Report Highlights Continued Need for CFIUS Planning," Law360, March 2, 2015

"Ralls Ruling Could Open Door to Other CFIUS Challenges," Law360, July 18, 2014

"How Chinese Companies Can Successfully Invest in the United States," China Legal Review, June 30, 2014

"D.C. District Court Dismisses Remaining Claim in Ralls Litigation: Implications for the Committee on Foreign Investment in the United States (CFIUS) Process," China Legal Review, October 28, 2013

"CFIUS Considerations Arising in the Acquisition of Distressed Assets in the United States," China Legal Review, July 30, 2013

"CFIUS National Security Agreements Can Impose Significant Constraints on Foreign Acquisitions," China Legal Review, April 28, 2013

"Ralls Litigation Challenges Authority of US Committee on Foreign Investment in the United States (CFIUS)," China Legal Review, September 27, 2012

"CFIUS Report Highlights Foreign Investment Trends," International Law Office Corporate Finance/M&A Legal Newsletter, March 31, 2010

"China Investment Bought into AES," New Century Weekly, 2010 Vol 12

"Best Practices in the Acquisition of a Government Contractor: Classified Contracts/CFIUS/Exon Florio," American Bar Association Best Practices Manual, December 2, 2009

"Mitigating Circumstances," The Deal.com, April 16, 2008
 

Awards and Recognition

Chambers Global

Chambers USA

IFLR1000 2019 Notable Practitioner

The Best Lawyers in America: International Trade and Finance Law, 2020

Law360 2017 International Trade MVP

Top Lawyer, Washingtonian

Leading Lawyer in International Trade, The Legal 500 US 2020

Global Elite Thought Leader, Who's Who Legal in M&A and Governance 2020: Foreign Investment Review