走向全球的现场指南

Legal Resource for Companies Taking BusinessModels,Products and Technology International 2026 Table of Contents Introduction1Overview 12 Passive phase:Accepting orders from abroad7 2IP83Export controls and sanctions134Customs and import compliance205Choice of law and dispute resolution, draft contracts wisely25 Active online expansionphase:Selling to customers abroad (also known as“soft launch”)32 6Going global online—basic e‑commerce considerations337Data privacy and security compliance398Product and regulatory compliance44 Intermediary phase:Appointing distributors, resellers, franchisees salesrepresentatives and other intermediaries abroad48 9Dealing with dealers: international distribution and sales representative agreements andterminations4910Franchise law5811Competition law65 Boots‑on‑the ground phase:Incorporating subsidiaries and hiring employees 70 12Foreign incorporations7113Employment7514Share‑based compensation81 15Tax9116Mergers and acquisitions in a cross‑bordercontext96 Introduction Introduction In this fifthedition oftheField Guide to Going Global, we address topics that our clients frequently askand should think about before expanding into new jurisdictions. We hope it will serve you well as aroadmap, checklist, issue spotter,or initial reference guide. Our guidance should be helpful whetheryou are working for a start‑up company or a large multinational enterprise that is broaching newfrontiers. In a handy booklet, we cannot provide legal advice or answer all questions.No book cansubstitutelegal advice on a specific situation. We want to help you orient yourself, point you in the rightdirection, focus your fact gathering,and assist you with scoping projects. As a starting point and for examplepurposes, we chose the perspective of aUS‑based technologycompany going abroad. This isbecauseour California team led the effortto preparethis guideandbecause ofourFirm’s history: Russell Baker and John McKenzie founded our law firm in 1949 withthe mission to helpUScompanies expand internationally. Since then, ourFirm has grown with itsclients, established offices where clients needed cross‑border legal advice,and created global teamsthat are able to assist start‑up companies and multinationals alike with international legal matters.ManyBakerMcKenzieattorneys, including the authors of this Field Guide, are qualified in more thanone jurisdiction and have lived abroad. Based on our experience advising companies around theworld, we believe that the perspective, recommendations and examples in this Field Guide are helpfulto companies in any country, regardlessofwhere they originally started. Today, we havemore than 70 offices in over 40 countriesand serve more and more companies thatare founded outside theUS.This book includes combined know‑howof more than 6,000BakerMcKenzieattorneys and tax professionals collaborating every day on global commerce. In theback of this Field Guide, we list the colleagues who helped write this fifth edition, but you should feelfree to reach out to anyBakerMcKenzieattorney worldwide with any questions you have. We all look forward to hearing from youand receiving yoursuggestions and feedback for futureversions of this Field Guide. Lothar DetermannBakerMcKenzie, Palo Alto 1Overview Ground rules for going global Technology companies have been riding the wave to global expansion faster than firms in most othersectors. Whether they make enterprise software, smartphones or AI systems, as soon as tech firmshave a viable product they can turn tofindglobal markets hungry for the latest and greatestinnovation. At the same time, more and more companies define and present themselves astechnology companies, even if they might traditionally have been considered a publishing house,retailer, medical device maker or car manufacturer. On the quick trip from the garage to foreign markets, tech businesses face a number of common legalissues. Startups cannot always address these issues proactively due to limited time and resources.Therefore, having a checklist of important issues to keep in mind is key to navigating the early days ofinternational expansion. Intellectual property To exploit their intangibleassets, tech businesses need to own, perfect and protect their intellectualproperty(IP)rights. Like property rights in real estate and chattels,IPrights are territorial and subjectto different legal regimes in every country. When entrepreneurs pick names for their company andproducts, they should think ahead about whether trademark registrations and domain names areavailable, how the chosen namessound in other languages and what connotations a term mayhaveabroad. While copyrights are as territorial as otherIPrights, they are largely harmonized by internationaltreaties. Authors tend to acquire copyrights simultaneously in their home country and around theworld simply by writing their works down, be it text or software code. Patents, however, require localfilings, prose