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10-04285-brl Doc 127 Filed 08/17/12 Entered 08/17/12 14:29:55 Main Document
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Strategic Meeting state that Bill Rapavy was still overworked, and that AIA Europe employee
John Baker needed to travel from London to help the New York office. (Pergament Decl. Ex.
145 at 3.) The marketing materials prepared by Access’s New York office refer to AIA Europe
simply as Access’s London office, stating that Access was a single company that was “[b]ased in
New York City, with additional European offices in Paris, London and Luxembourg.”
(Pergament Decl. Ex. 99 at 3.) Finally, AIA Europe’s marketing and operational policies, along
with those of every other Access entity, were controlled by Littaye and Villehuchet on an
Access-wide basis. Each of the factors of the mere department test is thus satisfied, establishing
AIA Europe as a mere department of Access’s New York office for purposes of jurisdiction. See
Van Egeraat, 2009 WL 1209020, at *3–4 (finding mere department relationship where “entities
function together as a single firm” and “corporate formalities were not infrequently disregarded
and operational policies were set from the top down”); Dorfman, 2002 WL 14363, at *11
(holding that mere department relationship is satisfied where domestic parent exercises
“sufficient control over the operations of [foreign subsidiary], despite the maintenance of
corporate formalities”).
Jurisdiction over AIA Europe is also proper because Access’s New York office acted as
AIA Europe’s agent in New York. Because AIA Europe was part of Access’s single business
enterprise, and because AIA Europe operated to support the New York office and could not have
functioned without it, the jurisdictional contacts of Access’s New York office should be imputed
to AIA Europe. See id. at *11 (finding jurisdiction over foreign subsidiary of domestic parent
under agency theory where subsidiary functioned as a “component of a worldwide business” and
“could not function without the management and coordination carried out by [parent]”); Bialek v.
Racal-Milgo, Inc., 545 F. Supp. 25, 32–33 (S.D.N.Y. 1982) (sustaining jurisdiction over foreign
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