In Credit Suisse International v. Urbi DeSarrollos Urbanos, S.A.V. de C.V.1 the court addressed an issue that could have a broad impact upon foreign parties choosing New York law to govern a contract and choosing New York courts to adjudicate disputes concerning that contract: When General Obligations Law 5-1402 allows a New York court to hear a breach of contract claim, can Business Corporation Law §1312 be used to bar a foreign corporation from asserting that claim in a New York court? The Supreme Court (Justice Charles E. Ramos) indicated it could. That decision has been appealed.
Background
Plaintiff Credit Suisse International (CSI) entered into a derivatives transaction with defendant Urbi DeSarrollos Urbanos, S.A.V. de C.V. (Urbi). A signed trade confirmation which incorporated the terms of the 1992 International Swaps and Derivatives Association Inc. Master Agreement (Multieconomy-Cross Border) memorialized the transaction. The parties agreed that New York law would govern their agreement and that they would submit to the personal jurisdiction of the New York courts with respect to disputes concerning their agreement.
