News & Analysis as of

Business Litigation Foreign Corporations

Farrell Fritz, P.C.

Court of Appeals Again Bolsters Internal Affairs Doctrine, This Time Clipping Derivative Suits Brought on Behalf of Foreign...

Farrell Fritz, P.C. on

Section 626 of New York’s Business Corporation Law governs standing to sue derivatively in New York.  It states that “an action may be brought in the right of a domestic or foreign corporation . . .  by a holder of shares or...more

Gordon Rees Scully Mansukhani

Illinois Senate Bill 328: Expansion of General Jurisdiction Over Foreign “Out-of-State” Corporations in Toxic Tort Cases

On May 31, 2025, the Illinois General Assembly passed Senate Bill 328 (SB 328), which introduces a targeted expansion of general personal jurisdiction in Illinois civil litigation. The bill amends Section 2-209 of the...more

Sheppard Mullin Richter & Hampton LLP

New York Court of Appeals Reaffirms the Internal Affairs Doctrine for Foreign Corporations

In Ezrasons, Inc. v. Rudd, 2025 NY Slip Op. 03008, 2025 N.Y. LEXIS 717 (N.Y. May 20, 2025), the New York Court of Appeals reaffirmed the fundamental and controlling nature of the internal affairs doctrine as it relates to the...more

Husch Blackwell LLP

Major Changes in the Jurisdictional Laws in Illinois

Husch Blackwell LLP on

Senate Bill 328, as amended, makes significant changes to the law governing jurisdiction in Illinois, which would change Illinois from a specific jurisdiction state to a general jurisdiction state for actions that allege...more

A&O Shearman

New York Court Of Appeals Affirms Dismissal Of Derivative Action Brought By Shareholder Of Foreign Corporation, Holding That New...

A&O Shearman on

On May 20, 2025, the New York Court of Appeals affirmed the dismissal of a derivative action asserting claims for breach of fiduciary duty against officers and directors of a corporation incorporated under the laws of England...more

Allen Matkins

Does Bill Authorizing The Secretary Of State To Cancel Corporations Have An Illegitimate Purpose?

Allen Matkins on

Recently, I wrote that California Senator Monique Limón had introduced legislation, SB 1186, that would allow the Secretary of State to cancel the articles of incorporation or the filing of a statement and designation by a...more

Stinson LLP

Supreme Court Ruling Opens Door to Suits in States Where Companies are Registered

Stinson LLP on

In its June 27, 2023, Mallory v. Norfolk Southern Railway Co. decision, the U.S. Supreme Court held that a corporate defendant can be sued in Pennsylvania — regardless of whether the cause of action accrues in Pennsylvania or...more

Farrell Fritz, P.C.

Commercial Division Says, “Nope, Not Enough” When Using Local Counsel to Establish Personal Jurisdiction

Farrell Fritz, P.C. on

Commercial transactions often involve parties from different states.  When a dispute arises between diverse parties, the question of whether a party can obtain personal jurisdiction over a defendant becomes critical.  This...more

Jones Day

New York Court of Appeals Rejects Consent-By-Registration Rule for Personal Jurisdiction

Jones Day on

Over the last decade, the U.S. Supreme Court has significantly restricted when courts can assert general personal jurisdiction over defendants, i.e., jurisdiction in lawsuits that do not arise out of or relate to the...more

Cadwalader, Wickersham & Taft LLP

Recent Amendments to English Civil Procedure Help Simplify the Issuance of Contractual Claims Against Foreign Defendants—Service...

On 6 April 2021, an amendment was introduced to the Civil Procedure Rules 1998 (S.I. 1998/3132) (the “CPR”) at Part 6 concerning service out of the jurisdiction. The change is of interest where at least one or more...more

Farrell Fritz, P.C.

At-Home Sweet At-Home: Exercising General Jurisdiction Over a Foreign Corporation

Farrell Fritz, P.C. on

Your client has just asked you to commence an action against a corporate entity in a New York state court.  But, the defendant is not incorporated in New York, and does not maintain a principal place of business in New York. ...more

Ballard Spahr LLP

PA Federal Court Nixes Out-of-State Business Entities' Supposed “Consent” to General Personal Jurisdiction as Unconstitutional

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In a decision that should have a ripple effect in Pennsylvania state and federal courts, the U.S. District Court for the Eastern District of Pennsylvania held in a June 6, 2019, opinion that “the Pennsylvania statutory scheme...more

Rumberger | Kirk

SCOTUS Limits Jurisdictions Where Corporations Can Be Sued

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With its recent opinion in BNSF Railway Co. v. Tyrrell, the United States Supreme Court reaffirmed the strong position that it took in Daimler AG v. Bauman with respect to general jurisdiction, leaving no doubt that a...more

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