Does a Corporation Consent to the General Jurisdiction of a State’s

Microsoft Word - NASS Whitepaper CT 02.2024 Does a Corporation Consent to the General Jurisdiction of a State’s Courts by Registering to Do Business There? In order for a corporation to do business in a state other than its state of incorporation, it must register to do business and appoint a registered agent in the state. [...] And while it is clear that by registering to do business the corporation is consenting to be sued in the courts of that state in a lawsuit arising out of its activities in the state, less clear has been whether it is also consenting to be sued in a lawsuit unrelated to its in-state activities. [...] Supreme Court agreed to review the Pennsylvania Supreme Court’s decision in order to decide whether the Due Process Clause of the 14th Amendment prohibits a state from requiring a corporation to consent to personal jurisdiction to do business in a state. [...] Implications of the Mallory decision What Mallory basically means is that a state can enact a statute similar to Pennsylvania, providing that foreign corporations consent to the jurisdiction of the state’s courts by registering to do business and appointing a registered agent, and it will not violate the Due Process Clause. [...] And while that might seem to mean that every corporation is at 3 risk of having to defend itself in every state in which it has registered to do business regardless of where the plaintiff is located or the events resulting in the lawsuit took place, that is not necessarily the end of the story.