Corporations Take Note: High Court May Clarify Constitutionality of Jurisdiction-by-Registration

September 1, 2022

By recently granting certiorari in Mallory v. Norfolk Southern Railway Co., the U.S. Supreme Court may provide clarity on whether registering to do business in state is enough to assert general personal jurisdiction over an out-of-state corporate defendant, three McGuireWoods lawyers wrote in an August 2022 article for Wall Street Lawyer.

In the story, “Does Registering to Do Business in State Confer General Jurisdiction,” McGuireWoods Pittsburgh partner Alexander Madrid and associates Bryce Saunders and Emma Leonelli analyzed relevant case law, including a state-by-state examination of cases addressing registration-based jurisdiction.

The authors found that the Supreme Court has never explicitly overruled its decision in Pennsylvania Fire Ins. Co. of Philadelphia v. Gold Issue Min. & Mill. Co ., decided more than 100 years ago, which held that registering to do business in state and appointing an agent for service alone is enough to assert general jurisdiction. According to the authors, two recent high court cases — Goodyear Dunlop v. Brown and Daimler AG v. Bauman — suggest that century-old decision is no longer good law, a position maintained by a majority of the states that have addressed the issue.

Now that the U.S. Supreme Court has granted certiorari to address the issue, the authors said, “attorneys representing corporate clients should pay close attention, as a decision by the Court that jurisdiction-by-registration is constitutional would make it such that a corporation could be sued in any state it was registered to do business in.”