Legally, a company is subject to state laws of their state of incorporation (usually Delaware, for various reasons) _and_ their state of 'domicile', usually where they are headquartered. They are also subject to state laws in states where they operate.

So yes, in this situation, even if MS were incorporated in Delaware, Washington state could pass laws that bind how the company acts anywhere in the world.

Washington also isn't the only state passing this style of law. Putting up the systems and processes to comply with this law only for Washington-based positions would probably not be worth it.

I pretty sure if you headquartered your marijuana company in a state where it's illegal you'd run into problems, even if you didn't grow or sell it in that state.

What are you even talking about?

> Microsoft was incorporated in the state of Washington on June 25, 1981; reincorporated in the state of Delaware on September 19, 1986; and reincorporated in the state of Washington on September 22, 1993.

https://app.quotemedia.com/data/downloadFiling?webmasterId=9...

Washington (State or Other Jurisdiction of Incorporation)

Just to take this a bit farther... if Washington state can regulate Washington incorporated entities, can it regulate them to act in a way that would violate laws in other states?

If you do that only for jobs in Washington state it is only a question of time until the first discrimibation law suites are filed. Plus it is easy good press.

What are your qualifications to be dispensing legal advice in this area, if any?

Yes, a company headquartered in california is (in many cases) still bound by california law even if the employee is located in another state. The obvious example is non-compete clauses, a california company still usually cannot enforce a non-compete even if the law permits it in the employee's state.

However, this situation is what's called a "conflict-of-law" and it basically comes down to the way the court interprets it.

Take it from the actual lawyers:

> The circumstances that present the strongest case against enforcement of such an agreement involves a noncompete agreement between a California-based employer and a California-based employee. But not all cases are that simple; whether California law applies depends upon the application of “conflict of law” rules.

> “Conflict of law” rules allow courts to determine what state’s laws apply when the laws of more than one state might apply to a dispute but would produce different results. For example, a noncompete agreement between a California-based employer and a Nevada-based employee that was signed in Nevada could be construed under Nevada or California law, depending on the circumstances. If Nevada law applies, the restrictive covenant might be enforceable against the employee. If California law applies, it will not be enforceable.

> Because of these issues, parties often include choice-of-law provisions telling a court to apply a particular state’s law rather than determine what state’s substantive laws apply under a conflict-of-law analysis. In most cases a court will readily accept a choice-of-law provision and apply it as the parties intended. But that’s not necessarily so in the case of a noncompete agreement.

> Like other common law doctrines, conflict-of-law rules vary from state to state. Most states will not enforce a choice-of-law provision that would violate the public policy of a state with a “materially greater interest” in the dispute or where the parties do not have a “substantial relationship” with the chosen state. In other words, a California employer cannot get around California’s prohibition against employee restrictive covenants by requiring his California employee to sign an agreement that includes a Nevada choice-of-law clause.

https://www.bonalaw.com/insights/legal-resources/is-my-out-o...

So yes, employment law in state X usually does bind a company headquartered in state X even if the employee is working in a completely different state. Doesn't matter where you live, you are employed by an entity in state X.

(or rather, it does matter, you still have to pay taxes in state Y and state Y also gets to pass rules of its own governing work in that state... practically speaking what you get is the union of the two sets of rules, you get the combination of both. In the event of a full-on "state X requires A, state Y forbids it"... then the lawyers get paid.)

I believe it is a WA corp.