First American Corp. v. Price Waterhouse LLP

Bank of Commerce and Credit International (BCCI) (defendant) collapsed after allegedly committing bank fraud. For several years prior to BCCI’s closure, Price Waterhouse-United Kingdom (PW-UK) (defendant), an accounting firm located in the United Kingdom, provided auditing services for BCCI. First American Corporation (FAC) (plaintiff) sued BCCI for fraud in the United States District Court for the District of Columbia. In furtherance of that lawsuit, FAC served a subpoena on Price Waterhouse LLP (PW-US) (defendant), an accounting firm located in New York, seeking documents related to PW-UK’s audit of BCCI. PW-US objected to the subpoena on the grounds that PW-US and PW-UK were separate legal entities, that PW-US was not in possession of the requested documents, and that serving PW-US with the subpoena did not confer jurisdiction over PW-UK. FAC motioned to enforce the subpoena and to compel PW-UK to produce the requested documents, arguing that an apparent partnership existed between PW-US and PW-UK because PW-US represented itself to BCCI and to the public via brochures as a worldwide integrated accounting firm and described PW-UK as an office rather than a separate entity. In support of the motion, FAC did not offer any proof that FAC relied on any representations made by PW-US that a partnership existed with PW-UK.