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Legislative Whiplash: Democrats Move to Resurrect IRS Direct File Amid Industry Talent Crisis
For the American accounting profession, the saga of the IRS Direct File program has become a case study in legislative whiplash. Just months after the Trump administration moved to dismantle the pilot program—citing private sector efficiency and cost concerns—Senate and House Democrats have introduced new legislation to codify and permanently fund the free tax filing system. ...
LearnFormula Editorial•Mar 4, 2026
Armanino’s Southeast Surge: What the MSTiller Deal Signals for the Future of U.S. Accounting Consolidation
In an era defined by relentless consolidation and the race for regional dominance, the U.S. accounting sector witnessed another significant shifting of tectonic plates this week. Armanino LLP, a firm that has aggressively cemented its status within the Top 20, announced its expansion into the Southeast through the addition of MSTiller, a premier Atlanta-based firm. While on ...
LearnFormula Editorial•Mar 2, 2026
IRS Notice 2026-15: Navigating New PFE Rules and MACR Safe Harbors Under OBBBA
The Implication: A Binary Risk for Energy Credits
For tax professionals managing renewable energy portfolios, the compliance landscape has shifted dramatically from "complex" to "critical." The release of IRS Notice 2026-15 on February 12, 2026, signals a definitive and immediate crackdown on supply chain sourcing under the One Big Beautiful Bill Act (OBBBA) .
The ...
LearnFormula Editorial•Mar 2, 2026
Should I include a governing law clause in my contract?
The short answer is YES. Whether your contract is local, interprovincial, or international, it should contain a governing law clause. If you don’t include it, a court will choose a governing law for you. The court will do that by applying its jurisdiction’s conflict of laws rules to find the proper law of the contract. In Canada, the well-established rule is to apply the ...
What are INCOTERMS and when are they used?
INCOTERMS® 2020 are 11 rules issued by the International Chamber of Commerce (“ICC”). If you’re thinking: How can they issue them? They don’t make law. You would be right. They are not laws. They are terms that have been used historically in international sale of goods contracts, which are widely understood/interpreted by courts and people who deal with logistics issues. ...
What is legal sovereignty and why is it important in international law?
Legal sovereignty is a political concept that gives States the power to govern themselves and the people within a state. It is the ultimate source of legal power and autonomy. In a monarchy, a king or queen has sovereign power. It is sovereignty that allows a State to create laws, like a constitution, and create/protect its border from other sovereign States. That is, one ...
How does a Canadian court decide which legal system applies to an international contract?
If the proper law of the contract has not been identified in the contract through a governing law clause, and it cannot be inferred from the express or implied intentions of the parties, the court will apply its jurisdiction’s conflict of laws rules to determine which legal system applies to the contract. Where that analysis dictates that another jurisdiction’s legal system ...
What does a governing law clause contain?
There are many ways to draft a governing law clause. For our purposes, and to keep things manageable, we will focus on three types of governing law clauses, which will be referred to as: 1) simplified, 2) excluding, and 3) combined clauses.
A simplified governing law clause names a governing law jurisdiction, such as Ontario or New York state. It is “simple” in that it is ...
What are Lex Causae and Lex Fori and why do they matter?
The proper law of the contract, which may be named in a governing law clause, is the substantive law or Lex Causae of the contract. The law of the forum, also known as Lex Fori , is the procedural law that applies to the dispute process itself. If the Lex Causae and the Lex Fori are the same, the difference does not really matter.
For example, if the governing law ...
What is the CISG and how does it apply to international contracts?
The United Nations Convention on Contracts for the International Sale of Goods (“CISG”) is a treaty that is binding on all States that sign it. That is, it becomes law in that State. It is an example of a uniform law.
The CISG was created by The United Nations Commission on International Trade Law (UNCITRAL) in 1980. Under its terms, any party in a Contracting State ...
European Union AI Act: Proposed Regulation on Artificial Intelligence
Global organizations often look to tech regulations from the European Union (“EU”), which tend to be quite strict, to set baseline compliance standards. For example, after the EU published the General Data Protection Regulation (“GDRP”) in 2018, it became the global standard for information privacy and data security. This phenomenon has been dubbed the “Brussels Effect”, ...
Indemnities in International Business Contracts
An indemnity clause is usually included in an international business contract as a risk allocation mechanism. The point of indemnities is to outline the circumstances under which one party (the indemnifier) will pay for the costs/damages/losses of the other party (the indemnified). Indemnity clauses can be drafted in a multitude of ways, including those that place or do not ...
Can ISO standards be referenced in international business contracts?
Yes, they can. In fact, it is a good idea to reference them whenever they apply. The International Organization for Standardization publishes the international standards, known as “ISO standards”. ISO standards are not law. They are internationally agreed upon best practices and standards created by experts for the benefit of manufacturers, sellers, buyers, customers, ...