Mallory v. Norfolk Southern R. Co
600 U.S. 122 (2023)
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Rule of Law:
An out-of-state corporation that registers to do business in a state thereby consents to jurisdiction in that state’s courts for any lawsuit, even for claims arising outside the state. The exercise of such jurisdiction based on this consent does not violate the Due Process Clause of the Fourteenth Amendment.
Facts:
- Robert Mallory worked as a freight-car mechanic for Norfolk Southern Railway Co. for nearly 20 years.
- His employment with Norfolk Southern took place first in Ohio and later in Virginia.
- During his employment, Mallory alleges he was exposed to carcinogens, such as asbestos, which he handled in the course of his duties.
- After leaving the company, Mallory was diagnosed with cancer.
- Mallory attributed his cancer to his workplace exposures while employed by Norfolk Southern.
- Norfolk Southern is incorporated and has its principal place of business in Virginia, but has registered to do business in Pennsylvania since 1998.
- The company maintains extensive operations in Pennsylvania, including over 2,000 miles of track, numerous rail yards, and locomotive repair shops.
Procedural Posture:
- Robert Mallory filed a lawsuit against Norfolk Southern Railway Co. in a Pennsylvania state court (court of first instance).
- Norfolk Southern moved to dismiss the lawsuit, arguing the Pennsylvania court lacked personal jurisdiction over it consistent with the Due Process Clause.
- The case was appealed to the Supreme Court of Pennsylvania, the state's highest court.
- The Pennsylvania Supreme Court sided with Norfolk Southern, holding that Pennsylvania's statute subjecting registered foreign corporations to general personal jurisdiction was unconstitutional.
- Mallory (petitioner) sought, and the U.S. Supreme Court granted, a writ of certiorari to review the decision of the Pennsylvania Supreme Court.
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Issue:
Does the Due Process Clause of the Fourteenth Amendment prohibit a state court from exercising personal jurisdiction over an out-of-state corporation that has registered to do business there, even for claims unrelated to its in-state activities?
Opinions:
Majority - Justice Gorsuch
No. The Due Process Clause does not prohibit a state court from exercising personal jurisdiction over a registered out-of-state corporation because, by registering, the corporation has consented to suit in that forum. This case is controlled by the direct precedent of Pennsylvania Fire Ins. Co. of Philadelphia v. Gold Issue Mining & Milling Co. (1917), which held that a corporation could be sued in a state where it had agreed to accept service of process on any suit as a condition of doing business there. The subsequent landmark case, International Shoe Co. v. Washington (1945), established an additional path for jurisdiction over non-consenting defendants through a 'minimum contacts' analysis; it supplemented, rather than displaced, traditional bases for jurisdiction like consent. Because Norfolk Southern registered to do business in Pennsylvania under a statute explicitly providing for general personal jurisdiction over registered corporations, it consented to be sued in Pennsylvania's courts.
Concurring - Justice Jackson
No. Norfolk Southern waived its personal jurisdiction rights by registering to do business in Pennsylvania with clear notice of the jurisdictional consequences. The requirement of personal jurisdiction is an individual, waivable right. Citing Insurance Corp. of Ireland, a defendant can waive this right by voluntarily invoking benefits from a state that are conditioned on submitting to its jurisdiction. By choosing to register and conduct extensive business in Pennsylvania despite the clear statutory consequence of submitting to general jurisdiction, Norfolk Southern voluntarily relinquished the due process protections that our general jurisdiction precedents otherwise afford.
Concurring in part and concurring in the judgment - Justice Alito
No. The exercise of jurisdiction does not violate the Due Process Clause because the Court's precedent in Pennsylvania Fire is controlling and has not been overruled. The holding in Pennsylvania Fire is based on the corporation's consent and is therefore not inconsistent with the International Shoe line of cases, which governs non-consenting defendants. However, while there is no Due Process violation, Pennsylvania's registration scheme may separately violate the dormant Commerce Clause by imposing an undue burden on interstate commerce. That separate constitutional question was not decided by the court below and remains open for consideration on remand.
Dissenting - Justice Barrett
Yes. The Due Process Clause prohibits a state from asserting general personal jurisdiction over a foreign defendant merely because it registers to do business in the state. For over 75 years, since International Shoe and its progeny like Goodyear and Daimler, the rule has been that general jurisdiction over a corporation is proper only where it is 'at home'—its place of incorporation or principal place of business. To allow a state to manufacture 'consent' through a mandatory registration statute is a legal fiction that circumvents this settled constitutional limit. The Court's reliance on Pennsylvania Fire is misplaced because that precedent relies on the very fictions of implied consent and corporate presence that International Shoe explicitly 'cast aside.'
Analysis:
This decision revives the 'consent-by-registration' theory of general personal jurisdiction, which most courts had considered defunct after International Shoe and its progeny limited general jurisdiction to a corporation's 'home' state. The ruling creates a significant new avenue for plaintiffs to sue large corporations in any state where they are registered to do business, regardless of where the claim arose, potentially increasing forum shopping. It effectively creates a circuit split with its own modern precedent, positioning consent as a powerful alternative to the 'at home' analysis from Daimler. However, Justice Alito's concurrence signals that the next battleground over this theory will likely be under the dormant Commerce Clause, questioning whether such laws place an unconstitutional burden on interstate commerce.
