Welcome to Red Flags Rising, where we examine how geopolitics and national security are reshaping corporate enforcement and compliance.
In an era where “economic security” drives government intervention through increasingly strict and consequential export controls, economic sanctions, inbound and outbound investment restrictions, and tariffs, legacy mindsets and assessments of enforcement risk create liability pitfalls for the uninformed.
Under the “high probability” standard driving this new enforcement playbook, spotting and effectively mitigating “red flags” has a new urgency.
We will help you identify and understand the trends, key insights, and practical solutions that are essential to companies, boards of directors, c-suite management, and compliance professionals in these turbulent times.
David Metcalf, U.S. Attorney for the Eastern District of Pennsylvania
Mike and Brent welcome to the podcast the U.S. Attorney for the Eastern District of Pennsylvania, David Metcalf.
They discuss the U.S. Attorney’s background working as a government lawyer, a lawyer in private practice, and an in-house lawyer at a large company, and what perspectives that varied background has given him (01:42); the potential pitfalls of over-reliance on legal privilege, especially for company employees (09:00); the relevance of the Japanese classic film Rashomon (1950) to investigations and compliance, especially in terms of mooting various perspectives when making decisions where “knowledge” or “willfulness” is relevant (11:06); the important mission and objectives of the U.S. Department of Justice’s (DOJ’s) new National Fraud Enforcement Division (NFED) (13:07); how the U.S. Attorney sees trade and export or import enforcement unfolding nationally and in the Eastern District of Pennsylvania (19:46); the importance of frameworks and tools, such as Brent’s Fraud Four-Circle Framework to identifying and effectively responding to potential issues (23:53); the importance to the DOJ of voluntary disclosures and the incentives being offered to corporations today (26:56); and the broader work of the Eastern District of Pennsylvania, including how they develop and how people can report cases (33:07). They then conclude with the latest edition of Brent’s “Managing Up” segment (34:31).
More about U.S. Attorney David Metcalf: https://www.justice.gov/usao-edpa/us-attorney (https://www.justice.gov/usao-edpa/us-attorney)
The Eastern District of Pennsylvania’s White Collar Justice Program: https://www.justice.gov/usao-edpa/white-collar-justice-program (https://www.justice.gov/usao-edpa/white-collar-justice-program)
The DOJ’s National Fraud Enforcement Division: https://www.justice.gov/fraud (https://www.justice.gov/fraud)
More about the 1950 classic Japanese film “Rashomon”: https://en.wikipedia.org/wiki/Rashomon#:~:text=%5B4%5D%20Starring%20Toshiro%20Mifune%2C%20Machiko,murdered%20in%20a%20forest.%20The (https://en.wikipedia.org/wiki/Rashomon#:~:text=%5B4%5D%20Starring%20Toshiro%20Mifune%2C%20Machiko,murdered%20in%20a%20forest.%20The)
Contact Brent: brent@redflagsrising.com (mailto:brent@redflagsrising.com)
More about Brent: www.redflagsrising.com/founder (http://www.redflagsrising.com/founder)
Connect with Brent on LinkedIn: https://www.linkedin.com/in/brent-carlson-41ba692/ (https://www.linkedin.com/in/brent-carlson-41ba692/)
Contact Mike: michael.huneke@morganlewis.com (mailto:michael.huneke@morganlewis.com)
More about Mike: https://www.morganlewis.com/bios/michaelhuneke (https://www.morganlewis.com/bios/michaelhuneke)
Connect with Mike on LinkedIn: https://www.linkedin.com/in/mhuneke/ (https://www.linkedin.com/in/mhuneke/)
6 Oct 2026
"Knowledge" Masterclass
Mike and Brent revisit and synthesize in one episode everything trade compliance teams need to know about the “knowledge” standard under the US Export Administration Regulations (EAR).
After starting the episode with Brent’s own journey in website design and announcing free resource materials (now) available at www.redflagsrising.com (http://www.redflagsrising.com) (01:05), Mike and Brent specifically discuss the full definition of “knowledge” under the EAR including its three-tiered definition of actual knowledge, reason to know, and an awareness of a high probability (08:36); the “collective knowledge doctrine” under US law (14:14); parallels to US Foreign Corrupt Practices Act (FCPA) enforcement (15:06); misperceptions regarding the Bureau of Industry & Security’s KYC Guidance (16:25); other common misunderstandings (18:11); where KYC screening programs go wrong (24:23); the limited application of the “legally distinct” rule under the Entity List catch-all (25:33); why we accepted self-certifications when national security was served by global integration (26:36); the suspended BIS Affiliates Rule and its core problems (30:43); entity-shifting (34:10); risks associated with distributors and resellers (35:10); and the potential restrictions on remote access (40:49). They then conclude with this episode’s installment of Brent Carlson’s “Managing Up” segment (46:22).
Brent’s improved website and free resources: www.redflagsrising.com (http://www.redflagsrising.com)
“Knowledge”: https://www.ecfr.gov/current/title-15/part-772/section-772.1#p-772.1(Knowledge) (https://www.ecfr.gov/current/title-15/part-772/section-772.1#p-772.1(Knowledge))
General Prohibition 10: https://www.ecfr.gov/current/title-15/part-736#p-736.2(b)(10) (https://www.ecfr.gov/current/title-15/part-736#p-736.2(b)(10))
Brent Carlson, When Loopholes Create Liability Pitfalls (Aug. 25, 2023): https://wp.nyu.edu/compliance_enforcement/2023/08/25/29814/ (https://wp.nyu.edu/compliance_enforcement/2023/08/25/29814/)
Contact Brent: brent@redflagsrising.com (mailto:brent@redflagsrising.com)
More about Brent: www.redflagsrising.com/founder (http://www.redflagsrising.com/founder)
Connect with Brent on LinkedIn: https://www.linkedin.com/in/brent-carlson-41ba692/ (https://www.linkedin.com/in/brent-carlson-41ba692/)
Contact Mike: michael.huneke@morganlewis.com (mailto:michael.huneke@morganlewis.com)
More about Mike: https://www.morganlewis.com/bios/michaelhuneke (https://www.morganlewis.com/bios/michaelhuneke)
Connect with Mike on LinkedIn: https://www.linkedin.com/in/mhuneke/ (https://www.linkedin.com/in/mhuneke/)
10 Sept 2026
M&A and Export Controls - from Art of War to Art of the Deal
Mike and Brent dust-off a discussion recorded in May 2026, before the prior US-China trade summit, which is yet again timely with the next round of meetings coming up on September 24, 2026. They also discuss highlights from their May 2026 national security enforcement and compliance event in Washington, DC, at which Assistant Secretary for Enforcement David Peters spoke. Then they discuss how companies can best manage US export controls risks in the context of M&A pre- and post-acquisition due diligence.
Specifically, Mike and Brent set the stage for the M&A discussion (01:49); preview what Sun Tzu’s Art of War means for the upcoming negotiations (03:50); provide a recap of their May 5, 2026, national security compliance and enforcement event in Washington, DC and the key takeaways from the event in terms of M&A and export controls (05:36); discuss Brent’s recent NYU Program on Corporate Compliance & Enforcement (PCCE) article and how Brent’s Fraud Four-Circle Framework (SM) can help with pre-acquisition due diligence based on some anecdotal evidence from his own experience (10:32); some anecdotes from Mike’s experience (14:43); how export controls now pose “central compliance risks” in terms of boards of directors’ duty of oversight under Delaware law (20:35); and how these ideas can help sellers, not just buyers (23:36);
Mike and Brent then conclude with the latest installment of Brent’s “Managing Up” segment (24:41).
Contact Brent: brent@redflagsrising.com (mailto:brent@redflagsrising.com)
More about Brent: www.redflagsrising.com/founder (http://www.redflagsrising.com/founder)
Connect with Brent on LinkedIn: https://www.linkedin.com/in/brent-carlson-41ba692/ (https://www.linkedin.com/in/brent-carlson-41ba692/)
Brent’s article referenced in the episode: Brent Carlson, “A Light Shines Through the Darkness in Disputes, Investigations, and Trade Compliance: A Fresh Look at the Classic Fraud Triangle with the Fraud Four-Circle Framework℠,” NYU PCCE (Jan. 8, 2026), https://wp.nyu.edu/compliance_enforcement/2026/01/08/a-light-shines-through-the-darkness-in-disputes-investigations-and-trade-compliance-a-fresh-look-at-the-classic-fraud-triangle-with-the-fraud-diamond-framework-sm/ (https://wp.nyu.edu/compliance_enforcement/2026/01/08/a-light-shines-through-the-darkness-in-disputes-investigations-and-trade-compliance-a-fresh-look-at-the-classic-fraud-triangle-with-the-fraud-diamond-framework-sm/)
Contact Mike: michael.huneke@morganlewis.com (mailto:michael.huneke@morganlewis.com)
More about Mike: https://www.morganlewis.com/bios/michaelhuneke (https://www.morganlewis.com/bios/michaelhuneke)
Connect with Mike on LinkedIn: https://www.linkedin.com/in/mhuneke/ (https://www.linkedin.com/in/mhuneke/)
Who has been a guest on Red Flags Rising
Names identified in recent episode analyses. Showing up to five guests.
Severin Wirz
Steve Burke
Erika Trujillo
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Apple Podcasts (US)
5.0 / 5
9 ratings
Spotify
5.0 / 5
6 ratings
Podcast Authority Score: 40 / 100
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