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Case No. IA-2016-329758-1
[ ]
[ ]
Washington Harbour
3000 K Street, N.W., Suite 600
Washington, DC 20007-5109
Dear Mr. [ ]:
This responds to your request dated April 25, 2016 and additional correspondence dated November 6, 2017 (the “Application”), seeking authorization for [ ], Ltd. to: (1) contract with universities and other accredited academic institutions located in the United States to create and provide educational services to learners located (or ordinarily resident) in Iran; (2) operate Massive Open Online Courses (MOOCs) servicing Iranian learners; and (3) facilitate, participate in or oversee such courses, content, and services. You also indicated that [ ], Ltd. is incorporated and based in the United Kingdom, employs a small number of U.S. persons, and carries out ancillary activities in the United States. It is an online educational platform offering a selection...
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1) The Primary Sanctions Jurisdiction Determinations
The applicant here is a UK entity with various disclosed U.S. touchpoints, i.e. it "employs a small number of U.S. persons," "carries out ancillary activities in the United States" and "partners with U.S. universities in various ways." Nevertheless, OFAC concludes that the entity is not a " U.S. person as defined under section 560.314 of the ITSR" or a "U.S.-owned or -controlled foreign entity" for purposes of 560.215 of the ITSR, and accordingly, transactions of the applicant are no subject to U.S. jurisdiction so long as the specific transactions "do[] not involve U.S. persons or transactions involving the United States..." Compare Case No. ZI-537 (having a U.S. subsidiary does not make on a U.S. person). The conclusion here is perhaps not entirely shocking,...