Angelo Paparelli Published in ABA’s Business Law Today
“Bothersome Immigration Buzz Spells Trouble for M&A Deals”

Business Law Today, the official publication of the American Bar Association’s Business Law Section, has published  Angelo Paparelli’s article, “Bothersome Immigration Buzz Spells Trouble for M&A Deals,” in its January/February 2010 issue. The  article discusses how a new Homeland Security memo complicates employee transfers in mergers and acquisitions.

According to Angelo’s article, on August 6, 2009, the United States Citizenship and Immigration Services (USCIS) issued new guidance to its officers with the stated purpose of allowing greater flexibility in evaluating the immigration consequences of a corporate restructuring. The memorandum provides a roadmap to help immigration officers decide whether a particular merger, acquisition, spinoff, or other restructuring will preserve or destroy employment based immigration visa benefits previously sought or secured from the seller’s employees.

If the successor-in-interest designation is granted, immigration benefits are maintained. If the designation is denied, however, highly undesirable outcomes may ensue: Foreign workers could lose employment authorization and be required to find a different immigration-authorized job or employer, and then start the years-long path all over to U.S. permanent residence and citizenship. Otherwise, the workers, along with their families, must leave the country or face removal.

Angelo concludes that if the transfer of vital human assets in a corporate restructuring is to continue, the business community and the corporate and immigration bars must advocate for a commonsense and workable regulation of successorship. They can do this in one of three ways: legislative advocacy in Congress and the White House, a request for rulemaking, or litigation against USCIS.

This information or any portion therereof may not be copied or disseminated in any form or by any means or downloaded or stored in an electronic database or retrieval system without the express written consent of the American Bar Association.