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International Business Transactions
St. Johns University School of Law
McGuinness, Margaret E.

International Business Transaction
Outline-Spring, 2016 semester
 
Introduction of International Business transaction legal regime
·         Understanding environment about international transaction
Environment of international lawyers
Different legal system, different requires
Lawyer should follow the requirement of the legal system where they practice law
Four kinds of legal work
Notary, no legal power in U.S. (公正人)
Barrister, litigator
Solicitor, transaction in house work
Attorney, general lawyer
 
Issue introduction
What rule governing the lawyers and the transactions
Dispute resolution part
Public international foundation IMF/WTO
 
Different about U.S. legal system to foreign lawyer
Local (choice of law)/ foreign law and domestic law
Choice of forum
Where the case should be hearing, the Court or the Arbitration tribunal room
 
Procedure / Dispute resolution
 
Registration in government / documentation
Choice of forum
Foreign jurisdiction
 
 
Who are the lawyers
Practice law under U.S. rules
ABA framework rules about legal services
For clients, need knowledge skill to lawyer
Skills as reading, writing, and …
case
Mexican lawyer and citizen (but not a member of the Mexican bar) advise public on Mexican law and prepared papers for Mexican divorces
Rule 55, this applied to all the lawyers
Stand section 270 was violated
Statute are protecting public who needs legal services
May encourage illegal
Quality control
Maceio Laws was being advised
Dissenting opinion
This action does not has any relation to U.S. citizen and public interest
Regulations changed in 2009
Rule 55 change with in house work lawyer
Never give advice to the law you don’t know or just read it
AM & S Europe v. Commission of the European Communities case
Commission of the European Communities initiated an investigation of AM & S for possible infringement of competition rules under treaty
Commission requires the AM & S submit some specific documents
AM & S refuse to submit, and claiming that the confidentiality of written communications between lawyer and client is protected under community law
2 conditions were required by recognized as with protect by communise law
Independent lawyer, no relationship with corporation
·         Every international contract should include
Choice of law
Choice of forum
U.S. court and American lawyers show respect to the choice terms
U.S. legal system / U.S. jurisdiction
The difference “Domiciled” in U.S./ District [Forum] State court
Federal court
Cause of action [Contract/Tort] cause in the forum
Subject should compliance the court’s requirement
Ex: some specific issue should go to specific court, Tax, international trade
The deference is “served with process” in the forum
Domiciled, how to determine the domiciled of party
Nature human
ID registered
Living place
Legal entity
Headquarter / Office
 
Principle of business
You cannot object the forum you are at “home”
You are protected by the domestic law
Cause of action
Cause of action means, whether the plaintiff has rights to bring a litigation in this court
Consent to “jurisdiction” in forum

ould be applying?
Is the choice of forum term reasonable?
Court decision on domestic procedure law
Enforce the judgment / awards
No treaty issues on global judgments enforcement
U.S is not party to any treaty committing it or any other country to give full faith and credit to judgements
Uniform Foreign Monetary Judgments Act
Judgment must conform to public policy and due process standards
No mention of reciprocity
Procedural Problems in International Litigation
Jury system in civil cases hardly exists outside the U.S.
Other states do not ordinarily recognize the class action
Discovery processes much more developed in U.S
Obtaining evidence abroad for use in domestic civil litigation
Non-documentary evidence: use of deposition
Unwilling witness
Hague Convention: Letters of request addressed to the foreign court
Document evidence
·         Dispute resolution of international contract
Move to Arbitration
Definition of Arbitration
Private procedure
More “business problem”
Arbitration has its own procedure rules
International arbitration always has three arbitrators, each party select one, and the third one select by system or other two arbitrators
In your contract you should written down this requirement
Pay by parties
Confidential