Overview
The Landscape
Business today is global — and the legal challenges that come with cross-border operations require counsel who understands both US law and the realities of international commerce. Shah Grossi helps businesses expand internationally, protect their interests across borders, and navigate the legal complexity of operating in multiple markets.
Key Legal Challenges
- —Structuring international market entry and cross-border transactions
- —Protecting IP rights across multiple jurisdictions
- —Navigating US and foreign regulatory requirements
- —Managing international distribution and licensing arrangements
- —Resolving cross-border commercial disputes
Common Scenarios
Problems We Solve
- 01
A US brand expands internationally without trademark registrations in the target markets — and discovers local third parties have registered the mark first in first-to-file jurisdictions.
How we help: Intellectual Property · Brand Protection
- 02
A master franchise deal closes without consideration of the target country's franchise disclosure, consumer-protection, or tax regime — creating enforcement and compliance issues in the foreign market.
How we help: Franchise & Distribution
- 03
A foreign-owned business establishes US operations without a tax-efficient entity structure — and pays materially higher US tax than necessary while creating compliance gaps.
How we help: Business Law
- 04
International distribution agreements are drafted under US legal assumptions and fail to account for local competition law, currency, and termination rules in the foreign jurisdiction.
How we help: Contracts
Our Work
How We Help
International franchise and master license agreements
Cross-border distribution and agency agreements
Multi-jurisdictional trademark filing strategy
US entity structuring for foreign-owned businesses
International joint venture and partnership agreements
Cross-border dispute resolution and negotiation
Legal Services
Related Practice Areas
Common Questions
Frequently Asked
Q.How do I register trademarks internationally?
The Madrid Protocol allows a single international application through WIPO designating any of the 100+ member countries, using a US "home" application as the basis. Non-Madrid countries require direct national filings. First-to-file jurisdictions (most of Asia, most of the EU) make early filing particularly important — waiting until a market is material typically means someone has registered the mark locally. Filing strategy should match the commercial footprint.
Related: Brand Protection
Q.What structure should a foreign business use to operate in the US?
Common structures include a Delaware LLC (for operating businesses owned by foreign individuals or foreign entities), a Delaware C-Corp (for businesses that will raise US institutional capital or have US operations), and a US branch of a foreign entity (less common, generally tax-inefficient). Structure choice depends on tax treaty provisions, estate planning, state nexus, and long-term plans for the business. Getting this right early avoids expensive restructurings later.
Q.What should an international distribution agreement cover?
Territory, exclusivity, performance obligations, pricing and FX provisions, IP protection and local registration, regulatory compliance, training and support, termination rights and post-termination obligations, dispute resolution (forum, governing law, arbitration), and applicable local laws. Many jurisdictions have mandatory distributor-protection laws that override contract terms on termination and compensation — these must be understood before the deal is signed.
Related: Contracts
Q.How do I franchise internationally?
Typical structures are master franchise (the master franchisee sub-franchises within the territory) and area development (the developer opens company-owned units, no sub-franchising). Each country has its own franchise disclosure, registration, tax, and IP regime. Key terms include territory, development schedule, sub-franchising rights, training and support, royalty and fee structure, tax treatment, IP ownership and registration responsibility, and applicable-law and dispute-resolution provisions.
Related: Franchise & Distribution · Franchise Systems
Q.How are cross-border disputes resolved?
International arbitration under ICC, AAA-ICDR, LCIA, or similar rules is the most common mechanism, particularly where an arbitration clause specifies a neutral seat and applicable law. New York Convention enforcement makes international arbitration awards broadly enforceable in member countries. Pure national-court litigation across borders is often slower and enforcement is harder. Choice-of-law, choice-of-forum, and arbitration provisions in the underlying contract largely determine how a dispute will resolve.
Related: Dispute Resolution
Ready to Discuss
Your International Matter?
We respond to all inquiries within one business day.