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OFAC Regulations Related to Selling Real Estate in Iran and Transferring Proceeds to the U.S.

Are you considering selling real estate in Iran and transferring the proceeds to the United States? When it comes to selling real estate in Iran and transferring the proceeds to the United States, navigating the complex web of U.S. economic sanctions enforced by the Office of Foreign Assets Control (OFAC) is essential. In this blog post, we will explore the key U.S. Economic Sanctions Considerations you need to be aware of when navigating these complex issues.

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What is OFAC?

The Office of Foreign Assets Control (OFAC) is a crucial component of the United States Department of the Treasury responsible for administering and enforcing administering and enforcing economic and trade sanctions based on U.S. foreign policy and national security goals. OFAC plays a vital role in safeguarding national interests, combatting terrorism, and promoting international stability through its regulatory and enforcement efforts.

Established in 1950, OFAC's primary mission is to administer and enforce economic and trade sanctions against targeted foreign countries and regimes, terrorists, international narcotics traffickers, and other threats to U.S. national security, foreign policy, and economy. As such, The Office of Foreign Assets Control (OFAC) has implemented a series of comprehensive sanctions against Iran and Iranian nationals over the years.

Before delving into OFAC regulations regarding Iran and Iranian nationals, it's essential to understand the distinction between U.S. and non-U.S. persons under OFAC rules. Understanding who qualifies as a U.S. person is also crucial for individuals and businesses to figure out what they need to do and what risks they might face under these regulations.

1. Definition of U.S. Person:

OFAC's definition of a U.S. person is quite expansive. It includes:

  • U.S. Citizens: Individuals holding U.S. citizenship.

  • Permanent Resident Aliens: Those with lawful permanent residency in the United States, commonly known as green card holders.

  • U.S. Entities: Businesses, corporations, partnerships, and other legal entities organized under U.S. laws or based within the United States.

  • Persons Physically Present in the United States: Individuals who are physically residing within the U.S. territory.

Importantly, U.S. persons are subject to strict compliance with OFAC regulations, and this extends to their involvement in transactions with foreign persons, especially when such transactions would be prohibited if conducted by the U.S. person themselves. In essence, U.S. persons cannot facilitate activities that would be unlawful for them to undertake directly. In regards to OFAC regulations for Iran-related matters, it is also important to note that, except as otherwise authorized, permitted, or licensed, any new investment by a United States person in Iran or in a property (including entities) owned or controlled by the Government of Iran is prohibited.

2. OFAC Licenses:

OFAC generally issues two main types of licenses for individuals and entities to engage in activities related to sanctioned countries such as Iran:

  • General Licenses: These licenses are pre-authorized by OFAC and permit specific categories of activities. They are typically designed for transactions or activities that align with U.S. foreign policy objectives and national security interests. General licenses are self-executing, meaning that as long as the transaction falls within the scope of the general license, you should be able to proceed without seeking individual permission from OFAC. However, this does not necessarily mean that you can proceed without taking any action; meaning that you may need to follow the rules and regulations of other entities involved, if any; such as U.S. Banks involved in a transaction. In this regard, it is essential to confirm that the transaction falls within the general license's scope, complies with the specified terms and conditions of such license, and avoids any involvement of prohibited individuals or entities.

  • Specific Licenses: In contrast, specific licenses are granted on a case-by-case basis. These licenses require applicants to submit a written request to OFAC, detailing the proposed transaction and explaining why it should be approved. Specific licenses are typically sought when a transaction does not fit within the purview of a general license or when additional scrutiny is required due to the complexity of the activity. If OFAC grants a specific license, it will come with specific terms and conditions that must be strictly followed.

3. General License for Real Estate Sales: Under the Iranian Transactions and Sanctions Regulations (ITSR), there is a general license that authorizes the sale of certain types of real and personal property located in Iran and permits the transfer of related funds to the United States if it complies with other rules and regulations. Generally, to be eligible to use this general license, you must meet specific criteria:

  • You must have acquired the real or personal property either before becoming a U.S. person (as defined above).

  • Alternatively, you must have inherited the property from individuals in Iran.

When utilizing this general license, you are authorized to engage in transactions that are deemed necessary and ordinarily incident to the sale of the property. This includes activities such as hiring legal counsel, funds agents, or brokers in Iran to facilitate the sale. However, this general license does not authorize:

(1) The wind-down of commercial enterprises in Iran;

(2) The re-investment in Iran of the proceeds from the real or personal property sales authorized in this section; or

(3) The exportation or reexportation to Iran of any goods (including software) or technology.

4. Specific License Authorization: While this general license covers certain scenarios, it may not encompass all real estate-related transactions involving Iran. In such cases, individuals or entities seeking to engage in transactions that fall outside the scope of the general license will need to apply for a specific license from OFAC.

  • For example, transactions involving real estate acquired through inter vivos gift, where legal title is transferred from parents to children while the parents are still alive to bypass Iranian inheritance laws, may not fit within the parameters of the general license. Therefore, specific license authorization from OFAC might be required.

5 . Prohibited Investments in Iran:

It is also important to note that maintaining the sale proceeds from real estate in an Iranian financial institution could lead to potential violations under the Iranian Transactions and Sanctions Regulations (ITSR). New investments by U.S. persons in Iran are generally prohibited. Consequently, engaging in any financial transactions that contribute to new investments in Iran, such as depositing the sale proceeds in an Iranian financial institution for further investments or commercial activities, is likely to breach OFAC sanctions.

6. Transfer of Sale Proceeds to the U.S.

Transferring the proceeds of a real estate sale from Iran to the United States is a process subject to U.S. financial regulations, primarily due to the comprehensive sanctions imposed by the Office of Foreign Assets Control (OFAC) on financial transactions involving Iran. Here's a more detailed exploration of the key considerations involved:

A. U.S.-Iran Financial Relations:

The cornerstone of understanding the financial aspect of transferring sale proceeds from Iran to the United States lies in recognizing the nature of U.S.-Iran financial relations:

  • OFAC's Sanctions Program: OFAC's sanctions program effectively prohibits direct financial transactions between the U.S. financial system and Iran. This prohibition is in line with the broader U.S. sanctions regime against Iran, designed to limit Iran's access to the U.S. financial system.

  • Authorization Requirement: U.S. banks are generally authorized to process funds transfers to or from Iran only when such transfers are deemed "necessary and incident" to an underlying transaction authorized by either a general or specific license issued by OFAC. This means that the transfer must be directly related to a transaction permitted under OFAC's regulations.

  • Compliance with Licensing: To ensure compliance, it's crucial to make certain that the funds transfer is explicitly linked to an authorized transaction, such as the sale of real estate in Iran covered by a general license or a specific license issued by OFAC.

B. Currency Exchange Broker in Iran:

When it comes to the practicalities of transferring proceeds from a sanctioned country like Iran, individuals often rely on currency exchange brokers. Here's what you need to know about this intermediary step:

  • Currency Exchange Broker Usage: To move the sale proceeds out of Iran, you might need to engage a currency exchange broker, particularly if you are not an expert in navigating Iran's financial systems and regulations. These brokers specialize in foreign currency exchange transactions.

  • Third-Country Bank Intermediary: To adhere to U.S. financial regulations and avoid potential violations, it's essential to make sure that the transfer from the Iranian currency exchange broker does not directly enter the U.S. financial system. Instead, the funds should be remitted to your U.S. bank account through a third-country bank, which acts as an intermediary in the transaction. This third-country bank acts as a bridge, facilitating the transfer while ensuring compliance with U.S. sanctions.

  • Avoiding Designated or Blocked Persons: Throughout this transfer process, it is important to ensure that the transaction does not involve individuals or entities designated as "Specially Designated Nationals" (SDNs) or other blocked persons under OFAC regulations. The involvement of such individuals or entities, even inadvertently, can have severe legal repercussions.

7. Tax Considerations:

Understanding the U.S. federal tax implications of selling real property in Iran is of utmost importance, as the tax treatment can significantly differ based on the property's initial acquisition method, whether it was a purchase, inheritance, or an "Inter Vivos" gift. If you intend to sell real estate in Iran and transfer the proceeds to the United States, it is imperative to seek professional guidance to navigate these complexities effectively.

To ensure compliance with tax laws and make informed decisions, we strongly recommend consulting with a qualified tax expert who specializes in these matters.

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In conclusion, transferring sale proceeds from Iran to the United States necessitates meticulous attention to detail and strict adherence to U.S. financial regulations, particularly those enforced by OFAC. Understanding the necessity for authorized transactions, employing currency exchange brokers, and utilizing third-country banks as intermediaries are crucial steps to ensure compliance. Moreover, avoiding any association with designated or blocked persons and refraining from activities that constitute new investments in Iran is essential to prevent potential legal consequences.

To safeguard your financial interests and ensure compliance with both OFAC regulations and U.S. federal tax laws, we recommend a two-step approach:

First, consult with an experienced OFAC attorney specializing in Iran sanctions and international transactions. Their expertise will guide you through the complex web of legal rules and ensure your transaction meets all necessary compliance requirements.

Second, enlist the services of a knowledgeable tax expert well-versed in the U.S. tax code, particularly in the context of international real estate transactions. Their insights will prove invaluable in optimizing your tax situation, identifying potential tax benefits, and structuring the transaction in the most tax-efficient manner possible.

By following these steps and seeking professional advice, you can confidently initiate your property sale journey, reduce risks, and make informed decisions aligned with legal requirements and your financial goals.

Please note that this post serves as general information and not legal advice. You can learn more about our disclaimer here. For tailored guidance specific to your situation, it is crucial to consult your trusted OFAC attorney and tax expert to obtain personalized advice to ensure a successful and worry-free execution of your transaction.

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