News & Analysis as of

Foreign Corporations

Hague Judgments Convention: IP judgments still hang in the balance

by Hogan Lovells on

Last month the November 2017 draft Hague Judgments Convention was published by the Hague Conference Special Commission following the third meeting of the Special Commission in the Hague between the 13th and 17th of November....more

Retroactive Corporate Liability for Human Rights Abuses

New UK asset forfeiture law empowers prosecutors to seize assets held by companies that have unknowingly benefited from, or assisted, gross human rights abuses—even in the past. The new law creates potential corporate...more

Jones Day Global Merger Control Update

by Jones Day on

This is the latest Jones Day Global Merger Control Update, which discusses recent developments in current merger regimes, as well as the emergence of new merger control regimes worldwide. Over the past few years, merger...more

Court of Appeals Ruling Eases the Way for Shareholders to Bring Derivative Suits Against Cayman Islands Companies in the New York...

On Nov. 20, 2017, the New York Court of Appeals held that in a derivative action brought in a New York court against a company incorporated in the Cayman Islands, the plaintiff need not comply with Rule 12A of the Cayman...more

DOJ Makes Permanent Its Program to Incentivize Self-Disclosure in FCPA Investigations

by Holland & Knight LLP on

• The U.S. Department of Justice's (DOJ) pilot program established in 2016 to incentivize companies to self-report violations of the Foreign Corrupt Practices Act (FCPA) will, with slight revisions, be made permanent. •...more

Preliminary Hurdle for Cayman Derivative Claims Does Not Bar Suit in New York

A shareholder bringing a contested derivative claim in the Cayman Islands must seek leave from the court before proceeding. This litigation prerequisite -- imposed by Rule 12A of the Rules of the Grand Court of the Cayman...more

FTB Publishes Disinformation About Corporations

by Allen Matkins on

Recently, I happened across a summary of the “key features” of a corporation on the California Franchise Tax Board’s website. Recognizing that it is always a challenge to summarize accurately complex legal matters, I do beg...more

When Does A Work-at-Home Employee’s Residence Become The Employer’s Place Of Business For Patent Suits?

by Orrick - IP Landscape on

Memorandum Opinion and Order Granting Motion to Dismiss for Improper Venue, BillingNetwork Patent, Inc. v. Modernizing Medicine, Inc., N.D. Ill. (November 6, 2017) (Judge Ruben Castillo) - We previously reported here about...more

Tax Cuts and Jobs Act – First Impressions Regarding International Tax Reform

by Alston & Bird on

Comprehensive tax reform is moving rapidly, and both the House and the Senate have proposed their own versions of tax reform. Our International Tax and Tax Policy & Regulation Groups investigate the differences between the...more

House Passes Tax Cuts and Jobs Act: How the Senate Proposal Compares

by Shearman & Sterling LLP on

On November 2, 2017, the House Ways and Means Committee (the “House Committee”) released its plan for comprehensive tax reform: the “Tax Cuts and Jobs Act of 2017” (H.R. 1) (the “House Bill”). Following a week of hearings,...more

Shareholders Sues Officer Of Delaware Corporation In California State Court, Should Texas Law Apply?

by Allen Matkins on

Our November 16, 2017 post discussed one aspect of the California Court of Appeal’s opinion in Central Laborers’ Pension Fund v. McAfee, Inc., 2017 Cal. App. LEXIS 1008. The case arose from Intel Corporation’s acquisition of...more

NSW re-opens its door to foreign developers

by Dentons on

The Berejiklian Government has introduced a Bill into the NSW Parliament which may change the way surcharge purchase duty and surcharge land tax applies to foreign developers....more

Do You Need a Risk Factor for Proposed U.S. Federal Income Tax Reform?

by Dorsey & Whitney LLP on

Tax reform efforts by Congress are ongoing, and the substance of the tax bills remains fluid. However, for foreign corporations with U.S. operations, there are some specific potential risks to consider, such as additional...more

Personal Jurisdiction Defense Gaining Traction in Mass Tort Litigation

by Miles & Stockbridge P.C. on

For the past several years the United States Supreme Court has sought to clarify the proper exercise of specific personal jurisdiction over foreign corporate defendants. This issue is particularly applicable in mass tort...more

The Senate Finance Committee’s proposal for tax reform, and how it compares with the bill passed by the House Committee on Ways &...

by Proskauer - Tax Talks on

UPDATE: The Senate Finance Committee last night released a revised version of the Chairman’s Mark of the Tax Cuts and Jobs Act. We are reviewing these changes and will release an update soon... On Thursday, November 9, the...more

Tax Reform Proposals Would Have Significant Consequences for Foreign Multinationals Doing Business Through Affiliates in the...

by White & Case LLP on

Both the House and the Senate tax reform proposals were designed to move the United States toward a territorial tax regime and both proposals contain base erosion protections intended to prevent otherwise taxable income from...more

Foreign Cloud-Based Service Providers May Be Subject to Personal Jurisdiction in the United States

Following a recent U.S. district court’s ruling, foreign companies operating cloud-based services may find themselves subject to federal long-arm jurisdiction under the Federal Rules of Civil Procedure 4(k)(2), even if they...more

A Comparison of the House and Senate Tax Bills

by Holland & Knight LLP on

It has been a busy week in Washington, D.C., as Congress works its way through tax reform. The House Ways and Means Committee completed its "markup" of the House bill this week, paving the way for a floor vote on the measure...more

House of Representatives Releases First Draft of Tax Reform Bill

by Jones Day on

The Situation: On November 2, 2017, the House Ways and Means Committee released its first draft of much-anticipated comprehensive U.S. tax reform legislation as the "Tax Cuts and Jobs Act." Chairman Brady’s markup of the bill...more

The Tax Cuts and Jobs Act

by Proskauer - Tax Talks on

Today, the Republicans in the U.S. House of Representatives released their long-anticipated tax reform bill, entitled the “Tax Cuts and Jobs Act”. While there have been multiple statements from the Republican majority in the...more

Foreign Suit against Customers Insufficient Grounds for US Declaratory Judgment Action by Manufacturer

by McDermott Will & Emery on

Addressing for the first time the issue of whether a suit against a manufacturer’s customers in a foreign country for patent infringement creates a justiciable case or controversy sufficient for the manufacturer to bring a...more

Partnership Tax Allocations: Recent IRS CCA Scrutinizes Purported Loss Allocations of a Non-US Partnership

Chief Counsel Advice 201741018 (the CCA), which was released on October 13, 2017, considers the manner in which losses of a non-US partnership should be allocated among the partnership’s US and non-US investors in connection...more

France Establishes Register of Beneficial Owners of Corporations and Other Entities

by Jones Day on

In an effort to prevent money laundering and fight the financing of terrorist activities, France has adopted requirements for the identification and registration of beneficial owners of corporations and other entities...more

What Every Delaware Unicorn Needs To Know About The California General Corporation Law

by Allen Matkins on

Recently, I came across a list of unicorns. These are private companies with valuations of $1 billion or more. I can’t vouch for the accuracy of the list, but I did recognize many of the names. Many of the companies on the...more

Surprises For International Retailers Coming to the USA

by Goulston & Storrs PC on

We are all aware that stateside landlords long for that new, fresh idea—something they can show off at their mall or street location and that can’t be found in every mall in every city in the country. ...more

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