UC Global Operations Legal Checklist

Campus Approvals - Varies among campuses, but may include: Academic Sponsor (School or Department), Provost, Finance and Budget

Office of President - Provost - Review Guidelines for Foreign Operations and Affiliates (Guidelines)

1. Administrative Guidelines for the Establishment and Operation of University of California Foreign Operations (Operations Guidelines)

2. Administrative Guidelines for the Establishment and Operation of University of California Foreign Affiliate Organizations (Affiliate Guidelines)

What legal requirements are necessary for the conduct of the proposed activity within the host country?

1. Contact Campus Counsel and Office of General Counsel (OGC). OGC has exclusive authority for the engagement or retention of foreign counsel (Guidelines)

2. Identify advisors licensed in host country.

3. Investigate whether the University has other operations registered within the host country.

Evaluate whether US laws restrict the proposed activities.

Evaluate alternative organizational structures for the conduct of the proposed activities.

1. Contractual or Collaborative Arrangements

2. Registration/Qualification of branch of The Regents

3. Establishment of Affiliate Organization under local law

   1. Affiliate Organizations require separate approvals under the Affiliate Guidelines

Evaluate tax consequences of alternative organizational structures

1. Will the University be able to rely on its US tax-exempt status, and if so, to what extent? Note: The Guidelines require Foreign Operations and Affiliates to operate as tax-exempt organizations to the maximum extent permissible under local law.

2. If no, does local tax laws provide for a separate process to obtain tax-exempt status, or a process for refunding tax payments?

3. What processes are permitted or required to obtain a local taxpayer identification number?

Evaluate employment consequences of alternative organizational structures (See Item 3) Note: Many countries require establishment of an entity to hire local nationals.

Evaluate staffing requirements of the proposed activity in terms of the number of people and duration of the project.

Expatriates

1. Will the activities require the hiring of expatriate staff (US or third country nationals), for what types of positions and at what rate of compensation?

2. If yes, what employer registration requirements are applicable, including registrations for local tax withholding, retirement, social security, health and other benefits?

3. How will expatriates be paid – e.g. through a U.S. bank account, local payroll, cash, direct deposit?

4. How will required deductions and remittances for payroll be handled and what reporting systems will be needed?

5. What work authorization or visa will be necessary for proper employment and immigration status in country?

Local Nationals

1. Will the proposed activity require the hiring of local nationals, for what types of positions, and at what rate of compensation?

2. If yes, what employer registration requirements are applicable, including registrations for local tax withholding, retirement, social security, health and other benefits?

3. How will local hires be paid – e.g. through a local payroll, cash, direct deposit?

4. How will required deductions and remittances for local payroll be handled and what reporting systems will be needed?

Independent Contractors

1. Will the proposed activity require the hiring of Independent Contractors, for what types of services and at what rate of compensation?

2. If yes, what local registration requirements are applicable, including registrations for local tax withholding?

Immigration/Work Permits and Visas

1. Visa or entry requirements will there be for University personnel?

2. Applicable restrictions and return requirements.

Evaluate the requirements for the establishment of bank accounts in host country.

Upon completion of any necessary legal and tax processes, contact Director of Finance Controls and Accountability.

Evaluate any necessary exceptions to Guidelines, Cash Handling Procedures and document exceptions.

Identify signatories for bank accounts and document authority for those with signing authority in excess of $10,000.

Engage local accountants and auditors if necessary (Guidelines).

Establish controls and procedures for compliance with funding requirements and restrictions in contracts and grants.

Evaluate insurance requirements associated with the proposed activity and ownership of vehicles and property.

1. Contact Campus Risk Manager or Risk Services

2. Determine whether there are specific coverages or endorsements applicable to the proposed activity, or that may be compulsory in the host country.

Register the travel of each participant in the proposed activity prior to departure to ensure life, travel, kidnap and ransom, medical, evacuation and other benefits, as well as information tracking and communication through IJet.

Evaluate the need for pre-departure Field Safety or Contingency Planning.

Evaluate the need for securing pre-departure liability waivers and releases from program participants.

Evaluate the facilities needs of the proposed activity.

1. What space will be needed to execute the proposed activity and where will the program participants live?

2. How long will the space be required, and how will it be procured?

Environment, Health and Safety

1. Are the facilities compliant with local building codes and ordinances? How will compliance be verified?

2. If the facilities will be occupied by students, are they compliant with UC policies (including seismic)?

Leases and other Occupancy Agreements

1. Contact Campus Real Estate Office for assistance. Campuses have authority to enter into lease or occupancy agreements for terms of one year or less, and that do not involve commitments in excess of US$25,000 per year. Transactions above these thresholds require review and approval of UCOP – Budget and Capital Resources.

Evaluate the need for capital improvement to facilities.

Investigate whether the proposed activity will require shipment of materials or equipment from the U.S. –

1. Contact your campus Export Control officer.

2. Contact the University of California's international freight forwarder American Cargoservice, Inc.; request a shipping quote here.

Complete anti-terrorism compliance measures – OFAC.

Determine if professional licensing is required in host country.

Consider compliance with the Foreign Corrupt Practices Act.

Annual Reporting (Guidelines)

Periodic Filings and Subsidiary Maintenance / Housekeeping