Law and CGS - You want to be a US security, fine, you and your officers need to agree to submit to US securities laws. End of story.
The law change is as simple as not allowing a listing to be traded on a US based exchange unless the company agrees to submit to the Jurisdiction of the United States in one US venue, i.e. Delaware, Manhattan (SDNY), for the purpose of enforcement of all securities laws and laws related to securities fraud, as well as to the remedy of applying a US based judgment wherever your assets may be found.
This is as plain as the fundamental fairness discussed in the hallmark case of International Shoe v. Washington -- that if you want to benefit continuously and openly from contacts with the United States investors, you therefore must avail yourself to the protections and laws of the situs so contacted.
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