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Constitutional Challenges Foreign Corporations

Allen Matkins

Are Many Nasdaq Global Select Corporations Subject To The California General Corporation Law?

Allen Matkins on

Only a few publicly traded corporations are incorporated in California.  Most either started life in Delaware or later decamped to that state (and more recently other states).  Nonetheless, many of these corporations have...more

McNees Wallace & Nurick LLC

Closing Call for the Corporate Transparency Act: FinCEN Removes Reporting Requirements for Domestic Business Entities

After almost fifteen months of legal challenges, conflicting court rulings, changing guidance from the U.S. Treasury Department’s Financial Crimes Enforcement Network (FinCEN), and a general air of uncertainty, it appears...more

Allen Matkins

Is Registration As A Foreign Corporation A Form Of Compelled Consent?

Allen Matkins on

Not too long ago, I wrote about a bill that is currently pending in the Nevada legislature, AB 158.  This bill would authorize Nevada courts to exercise general personal jurisdiction over entities on the sole basis that the...more

Holland & Hart LLP

FinCEN EXEMPTS U.S. Companies and U.S. Persons from CTA Reporting Requirements

Holland & Hart LLP on

The Corporate Transparency Act (together with its implementing regulations, the CTA) is a federal law that went into effect on January 1, 2024. The CTA is aimed at combating financial crimes such as money laundering,...more

Amundsen Davis LLC

A Year With Mallory: Revisiting The Concept of Consenting to General Personal Jurisdiction

Amundsen Davis LLC on

On June 27, 2023, Truck on highwaythe Supreme Court of the United States decided Mallory v. Norfolk Southern Railway Co., 600 U.S. 122 (2023). The divided Court upheld a Pennsylvania corporate registration statute which...more

Perkins Coie

Supreme Court Upholds Mandatory Repatriation Tax as Constitutional

Perkins Coie on

The U.S. Supreme Court held the Mandatory Repatriation Tax (MRT) constitutional in Moore v. United States, No. 22-800, 602 U.S. _, decided June 20, 2024. The MRT requires some American shareholders of American-controlled...more

McDermott Will & Emery

Supreme Court Rules Against Taxpayers in IRC Section 965 Case

McDermott Will & Emery on

On June 20, 2024, the Supreme Court of the United States issued a 7-2 opinion in Moore v. United States, 602 U.S. __ (2024), ruling in favor of the Internal Revenue Service (IRS)....more

Skadden, Arps, Slate, Meagher & Flom LLP

SCOTUS Rejects Constitutional Challenge to Mandatory Repatriation Tax, Holding It Applies to Realized but Undistributed Income of...

In Moore v. United States, the U.S. Supreme Court rejected a constitutional challenge to the Mandatory Repatriation Tax (MRT), holding that the MRT does tax income — the realized earnings of foreign corporations — and thus is...more

WilmerHale

3 Personal Jurisdiction Questions Mallory Leaves Unanswered

WilmerHale on

The due process framework that has cabined personal jurisdiction over nationwide and global businesses for the last eight decades — since the U.S. Supreme Court's 1945 ruling in International Shoe Co. v. Washington — looks...more

Benesch

Supreme Court Expands General Jurisdiction in Mallory v. Norfolk Southern Railway Co., Marking Departure from “At Home”...

Benesch on

The test for personal jurisdiction, which asks whether a defendant can be compelled to litigate in a particular state, has been extensively developed over the past several decades, and notably refined in the last fifteen...more

Katten Muchin Rosenman LLP

Mallory v. Norfolk Southern Railway Co.: Supreme Court Recognizes Existence of Consent-Based Theory of General Personal...

The US Supreme Court recently issued a decision in Mallory v. Norfolk Southern Railway Co holding that a Pennsylvania statute requiring corporations to "consent" to suit in Pennsylvania courts in order to register to do...more

Venable LLP

When International Shoe Doesn't Fit: Personal Jurisdiction After Mallory v. Norfolk Southern

Venable LLP on

Every first-year law student learns two ways that a court can have jurisdiction over a corporate defendant. If the defendant has "minimum contacts" with a state, and the plaintiff's injuries arise out of those contacts, then...more

Saul Ewing LLP

Mallory v. Norfolk Southern Railway—A Crossroads of Consent and Corporate Jurisdiction

Saul Ewing LLP on

​On June 27, 2023, the U.S. Supreme Court decided that states can require corporations registered in their state to consent to be sued in the state as a condition of doing business there—even if the facts of a lawsuit...more

Lathrop GPM

Supreme Court Holds Corporation Waived Due Process Rights and Consented to General Personal Jurisdiction by Registering to do...

Lathrop GPM on

On June 27, 2023, the United States Supreme Court held in Mallory v. Norfolk Southern R. Co., No. 21-1168, 2023 WL 4187749, that Norfolk Southern submitted to the state of Pennsylvania’s general jurisdiction (that is, being...more

BakerHostetler

Corporate Consent Jurisdiction and the Supreme Court's Landmark Mallory Decision

BakerHostetler on

The Supreme Court has significantly expanded the possible grounds for personal jurisdiction against corporations, upholding Pennsylvania’s statute requiring foreign businesses registered in the Commonwealth to consent to...more

Mintz

Losing Your International Shoe: Corporations May Waive Contacts-Based Personal Jurisdiction in Consent-by-Registration States

Mintz on

Late last month the Supreme Court of the United States opened the door to a potential sea change in personal jurisdiction over corporate entities. In Mallory v. Norfolk Southern Railway Company, the Court held that any...more

Harris Beach Murtha PLLC

Mallory v. Norfolk Southern Railroad: U.S. Supreme Court’s Decision on Jurisdiction

The United States Supreme Court reversed the Pennsylvania Supreme Court’s decision in Mallory v. Norfolk Southern Railway Co., finding Pennsylvania’s consent to jurisdiction by corporate registration unconstitutional in a 5-4...more

Baker Donelson

United States Supreme Court Confirms Business Registration as Means for Consent to Personal Jurisdiction

Baker Donelson on

On Tuesday, the United States Supreme Court held, in a fractured opinion in Mallory v. Norfolk Southern Railway, that if a state requires a foreign entity to consent to personal jurisdiction through its business registration...more

Burr & Forman

Can You Be Sued In Any State? The Supreme Court’s Decision in Mallory v. Norfolk Southern Suggests So

Burr & Forman on

A recent (and surprising) ruling of the United States Supreme Court may allow businesses to be sued in states in which they have little connection. The United States Supreme Court, split 5-4 (Gorsuch, Thomas, Alito, Sotomayor...more

King & Spalding

Mallory Opinion: Constitutionality Of Jurisdiction By Registration May Be A Mirage

King & Spalding on

The Supreme Court’s recent opinion in Mallory v. Norfolk Southern Railway Co.. concerned the constitutionality of a Pennsylvania statute providing that registering to do business in the state constitutes a sufficient basis...more

Warner Norcross + Judd

Supreme Court Expands Scope of Personal Jurisdiction Over Corporations

Last week, the Supreme Court expanded the scope of personal jurisdiction over corporations in Mallory v. Norfolk Southern Railway Co. In this fragmented 5-4 decision, the Supreme Court held that corporations are subject to...more

Jackson Lewis P.C.

U.S. Supreme Court Rules on Narrow Jurisdictional Question in Fractured Opinion

Jackson Lewis P.C. on

In a 5-4 decision, the U.S. Supreme Court has upheld Pennsylvania’s “registration statute,” which requires corporations that register to do business in Pennsylvania to consent to the “general personal jurisdiction” of...more

A&O Shearman

Supreme Court Holds That State Statute Requiring Out-Of-State Companies To Consent To General Personal Jurisdiction As A Condition...

A&O Shearman on

On June 27, 2023, the Supreme Court of the United States held 5-4 that a Pennsylvania statute requiring an out-of-state company to submit to general personal jurisdiction within the Commonwealth when registering to do...more

K&L Gates LLP

US Supreme Court Holds Business Registration Subjects Out-of-State Companies to General Personal Jurisdiction

K&L Gates LLP on

On 27 June 2023, in a plurality opinion authored by Justice Gorsuch, the United States Supreme Court issued its ruling in Mallory v. Norfolk Southern Railway Co., holding that a company’s decision to register to do business...more

MG+M The Law Firm

Potential Implications to Companies Nationwide Following US Supreme Court's Ruling that Expands General Jurisdiction in...

MG+M The Law Firm on

On June 27, 2023 the United States Supreme Court issued its opinion in Mallory v. Norfolk Southern Railway Co., No. 21-1168 (2023) vacating the Pennsylvania Supreme Court’s decision, which held that it was a violation of the...more

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