![]() The complaint alleges that the parties reached agreements, enforceable under Australian and California law, for the sale to BOAA of BNYA's interests in several loans and that those agreements have been breached. BOAA and BOA, on April 11, 1994, commenced an action in the Supreme Court of New South Wales in Sydney against BNYA and BNY for damages and equitable relief. ![]() In April 1994, the parties traded complaints. ![]() BNYA finally terminated the dialogue in March 1994. However, despite several extensions of the period for exclusive negotiations, the parties were unable to reach a final agreement. Over the next several months, such discussions did occur and draft closing documents were exchanged. Specifically, the parties were to discuss the possible sale of BNYA's interest in several loans made by BNYA to a group of Australian companies. On or about November 19, 1993, BNYA and BOAA, using their parent companies as agents, entered into a letter agreement committing themselves to engage in exclusive negotiations for the purchase of certain of BNYA's assets by BOAA. It is a wholly-owned subsidiary of Bank of America (BOA), a national banking association with its principal place of business in San Francisco, California. BOAA is an Australian corporation with its principal place of business in Sydney, Australia. It is a wholly-owned subsidiary of The Bank of New York (BNY), a New York banking corporation with its principal place of business in New York City. īNY Australia (BNYA) is an Australian corporation with its principal place of business in Sydney, Australia. Because the Court finds that it lacks subject matter jurisdiction, plaintiffs' motion to remand the action is granted, and defendants' motions are not addressed. Presently before the Court are a motion by plaintiffs to remand the case back to State court and motions by the defendants (1) to dismiss or stay the action in favor of a parallel Australian proceeding (2) to dismiss as to Bank of America Australia Limited (BOAA) for lack of personal jurisdiction and (3) to vacate a temporary restraining order issued by the state court judge. § 632 (international banking) as bases for jurisdiction. Plaintiffs originally filed the action in the Supreme Court of the State of New York, and defendants removed it here, alleging 28 U.S.C. This case is a contract dispute between two Australian banks and their American parent companies. Rakoff, John Sullivan, Fried, Frank, Harris, Shriver & Jacobson, A Partnership Including Professional Corporations, New York City, for defendants.ĭaniel Wallen, Otterbourg, Steindler, Houston & Rosen, P.C., New York City, for plaintiffs. The BANK OF NEW YORK and BNY Australia Limited, Plaintiffs,īANK OF AMERICA and Bank of America Australia Limited, Defendants.
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