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Posts from February 2016.

USflag_visaIn a blog that we posted just a few weeks ago we wrote, “Beginning in late 2015, individuals who have been present in Iraq, Syria, Iran, or Sudan (or other countries designated by the Department of Homeland Security (“DHS”) as supporting terrorism or “of concern”) at any time on or after March 1, 2011, are not eligible to participate in the Visa Waiver Program.” Well, “other countries” were designated on February 18.

The Visa Waiver Program has allowed citizens of more than 35 countries to travel and be admitted to the U.S. for business or pleasure for 90 days without the need for a visa. Recent events in other parts of the world have resulted in the restrictions on the availability of this program based on country-specific travel or nationality.

On February 18, the restrictions were expanded from Iraq, Syria, Iran, and Sudan to include Libya, Somalia, and Yemen as three countries “of concern”. This limits Visa Waiver Program travel for certain individuals who have traveled to those countries since March 1, 2011. The restriction does not apply to individuals with dual nationality (nationals of the U.S. and any of those three countries).

As with the previous restrictions, the Secretary of Homeland Security, Jeh Johnson may waive these restrictions if he determines that such a waiver is in the law enforcement or national security interests of the United States. As a general matter, categories of travelers who may be eligible for a waiver include individuals who traveled to these countries on behalf of international organizations, regional organizations, and sub-national governments on official duty; on behalf of a humanitarian NGO on official duty; or as a journalist for reporting purposes.

Thanks to our friends at Yulchon LLC in Seoul, we’ve learned about some changes to the M&A laws in Korea, which will take effect this month (February, 2016). They include the following developments:

    • Reverse triangle mergers are now permitted.
    • Triangular mergers can be used for spun-off businesses.
    • The small-scale stock swap exemption to shareholder approvals that are otherwise required in acquisitions is increased to 10% of total issued shares and 10% of net assets; a simple board resolution will suffice.
    • A “simplified business transfer” system is introduced, reducing instances when a general shareholder meeting would be required.
    • Dissenting shareholder rights are improved in two ways – (1) Non-voting shareholders gained a right of appraisal, and (2) corporations are required to pay consideration for acquired shares within two months of expiration of the dissenting shareholders’ appraisal rights period.
    • If a subsidiary acquires parent company shares in a triangular merger or reverse triangular merger, it is given six months after payment of consideration to dispose of such stake to avoid criminal penalties.

Click here for more details.

A big part of international business centers on logistics. Shipping and transport are certainly important, but I’m talking about logistics of a more prosaic bent, personal travel. Specifically, the ways we get businesspeople from Country A to Country B. And as it so happens, a critical piece in how Americans travel abroad has been in the news quite a bit—the passport.

From news involving passports in terrorist activities, to marking passports of those individuals convicted of certain crimes, to passports with unflattering pictures of NBA players, passports are newsworthy. And as The New York Times recently explained, 2016 is expected to be a banner year for United States passport renewals. This is partly due to the Western Hemisphere Travel Initiative taking effect in 2007. This Initiative was the first time passports were required for Americans traveling by air from Mexico, Canada, the Caribbean, and Bermuda. It’s now almost ten years later, which means that passports issued the year before the Initiative started, are expiring.

With that background in mind, it seemed useful to provide some basic information on U.S. passports and associated requirements.

    • It takes approximately six weeks to get a passport on a routine basis. One can arrange for expedited processing in three weeks, or eight business days at an agency (when need can be shown and certain restrictions don’t apply). If you have questions about the process, click here.
    • The U.S. permits dual citizenship (and therefore dual passports), but some other countries do not. Because citizenship can affect your rights and obligations, please be sure to consider any change in citizenship carefully.
    • The passport originally served primarily as a way of introducing the bearer aboard. Before World War II, the U.S. federal government required passports only during a few periods of war: around the times of the American Civil War and World War I.
    • During the 20th century, world governments worked to standardize the passport form. This work culminated in 1980 and resulted in the booklet used today.
    • Although it is unlawful for U.S. citizens to enter or exit the U.S. without a valid U.S. passport, U.S. border control will not deny U.S. citizens re-entry. That said, re-entry for U.S. citizens without a passport is unlawful and re-entry without a passport likely is not a gentle or quick process.

In a future installment we will introduce basic information about enhanced traveler programs for U.S. citizens.

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About Us
Foster Garvey’s International practice group comprises a cross-disciplinary group of attorneys practicing in areas ranging from business transactions, immigration, maritime, government regulatory work, transportation and logistics and estate planning. The group members include bilingual and multicultural attorneys who are well-versed in handling these subject matters in a cross-border context. A number of attorneys have been actively practicing in the international arena since the early 1970s.
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