Corporate Governance

US Courts and Foreign Law Suits

By J. Robert Brown

In the governance area, requirements mean little unless there is a mechanism for enforcement.  In some overseas markets, governance standards sometime exceed those in the US.  At the same time, these jurisdicitions usually make it more difficult for shareholders to bring suit, whether derivative or for some type of securities like violation.  As a result, it is clear that the US has, to some degree, become a forum of choice for lawsuits by foreign shareholders against foreign domiciled companies.  It is a topic we will follow on this Blog.  In the meantime, how common is the phenomena?  We defer to a comment on the D&O Diary:

• As I noted in my recent analysis of the 2007 securities lawsuits (here), there were 26 securities lawsuits filed in U.S. courts in 2007 against foreign domiciled companies, 21 of them in the Southern District of New York. As a result, the issues surrounding foreign litigants’ claims against foreign domiciled companies is likely to be the subject of a great deal of scrutiny and discussion in the months ahead, particularly in the Southern District. The subject matter jurisdiction issue will also receive a great deal of attention. As I noted in a prior post (here), the jurisdictional issue is also squarely raised in a case now pending before the Second Circuit.

Full post as published by The Race to the Bottom on January 12, 2008 (boomark / email).