## Facts

- Bulova Watch Company, Inc., a New York watch manufacturer and retailer, sued K. Hattori & Co., Ltd., a Japanese watch company, and several individuals connected to Hattori’s U.S. operations.
- Hattori wholly owned Seiko Corporation of America, which owned New York corporations including Seiko Time Corp., Pulsar Time, Inc., and SPD Precision, Inc., used to distribute and market Hattori products in the United States.
- In 1975, Hattori assigned Hideaki Moriya to New York; he served as president of Seiko Corporation of America and held multiple board and management roles across Hattori’s U.S. entities while also maintaining managerial ties to Hattori in Japan.
- Bulova alleged unfair competition, disparagement, and a plan to recruit Bulova marketing personnel to obtain Bulova’s confidential marketing information and harm Bulova’s competitive position.
- In 1978–1979, Moriya allegedly recruited Bulova executives to join Seiko, and those executives allegedly recruited additional Bulova sales managers and salespeople for Seiko-related entities.
- Defendants moved to dismiss for lack of personal jurisdiction under Federal Rule of Civil Procedure 12(b)(2).

## Issues

1. Whether New York could exercise personal jurisdiction over Hattori under CPLR 301 (general jurisdiction) and/or CPLR 302 (long-arm jurisdiction) based on the New York subsidiaries’ activities and Moriya’s conduct.
2. Whether New York could exercise personal jurisdiction over the individual defendants under CPLR 302 based on their New York-based or New York-directed participation in the alleged misconduct.
3. Whether exercising jurisdiction would satisfy due process under “traditional notions of fair play and substantial justice.”

## Decision

- The court denied dismissal as to Hattori, holding New York had personal jurisdiction over the Japanese parent.
- The court found CPLR 301 satisfied because Hattori was effectively “doing business” in New York through a centrally directed, integrated network of wholly owned New York subsidiaries.
- The court also concluded CPLR 302 was satisfied because the alleged recruitment and misappropriation scheme was carried out in New York and was intended to have substantial, foreseeable effects in New York.
- The court held personal jurisdiction existed over key individual defendants (including Moriya) whose conduct occurred in New York or was purposefully directed at New York and materially connected to the alleged wrongdoing.
- The court emphasized that individuals are not insulated from jurisdiction merely because they acted in a corporate capacity when they are primary participants in New York-directed wrongful acts.
- The court concluded that asserting jurisdiction over Hattori and the properly connected individuals comported with due process.

## Legal Principles

- Under CPLR 301, a foreign corporation may be subject to general jurisdiction when it conducts continuous and systematic business in New York, including through subsidiaries functioning as instrumentalities of an integrated enterprise under the parent’s direction.
- Courts assessing jurisdiction may look past formal corporate separateness where record facts support a finding of centralized control and market exploitation through a tightly coordinated subsidiary structure.
- Under CPLR 302, a defendant may be subject to specific jurisdiction when it commits acts in New York or commits acts outside New York that produce substantial, foreseeable effects in New York and give rise to the claims.
- Due process is satisfied when defendants purposefully avail themselves of the forum and litigation in the forum is fair in light of the defendants’ forum-directed conduct and the forum-related effects.
- Corporate officers and employees may be subject to personal jurisdiction based on their own New York contacts and purposeful participation in allegedly tortious conduct aimed at New York.

## Conclusion

The court held that New York could exercise personal jurisdiction over a Japanese parent corporation that operated through wholly owned, integrated New York subsidiaries and an expatriate manager who allegedly directed New York-based recruiting aimed at a New York competitor, and it sustained jurisdiction over individual participants whose conduct was sufficiently tied to New York and the alleged scheme.


Bulova Watch Co. v. K. Hattori & Co., 508 F. Supp. 1322 (E.D.N.Y. 1981)