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By: Tyler S. Connor
For years, corporations throughout the United States were subject to broad general personal jurisdiction allowing plaintiffs to “forum shop” for a plaintiff-friendly jurisdiction. In Daimler AG v. Bauman, 517 U.S. 117 (2014), the United States Supreme Court limited the scope of the “general” personal jurisdiction doctrine to those states where a corporation is incorporated or has its principal place of business as a broad interpretation violated due process. Since the Supreme Court’s decision, other states have held that a company merely registering to do business in a state will not subject it to the general personal jurisdiction of the courts of that state. See, Waite v. AII Acquisition Corp., 901 F3d 1307 (11th Cir. 2018) (holding that Florida law did not either expressly or by state-court construction establish that registration to do business and appointment of an agent for service of process in Florida amounted to consent to general personal jurisdiction); see also DeLeon v. BNSF Railway Co., 426 P.3d 1, 392 Mont. 446 (2018) (holding that a foreign corporation’s act of registering to do business in Montana and conducting in-state business activities did not amount to general personal jurisdiction).
On September 21, 2021, the Georgia Supreme Court issued its opinion in Cooper Tire & Rubber Company v. McCall, S20G1368 on whether Georgia courts can exercise general personal jurisdiction over non-Georgia corporations merely based on their registration to do business in Georgia. In Cooper Tire, plaintiff brought a products liability suit against Cooper Tire and two other defendants in a Georgia state court. Cooper Tire filed a motion to dismiss arguing that it is a nonresident corporate defendant with only minimal contacts in Georgia as it is incorporated in Delaware and has its principal place of business in Ohio. The trial court granted Cooper Tire’s motion to dismiss, and the Georgia Court of Appeals reversed the trial court’s findings as it determined Cooper Tire is a resident corporation subject to personal jurisdiction in Georgia.
The Georgia Supreme Court granted certiorari to reconsider Allstate Insurance Co. v. Klein, 262 Ga. 299 (422 SE2d 863) (1992) which it held that personal jurisdiction may be exercised over any out-of-state corporation that is “authorized to do or transact business in this state at the time a claim arises.” While the Georgia Supreme Court acknowledged Klein is “in tension” with Daimler, it found general personal jurisdiction cannot be overruled on federal constitutional grounds. The ruling reaffirms Georgia’s stance that foreign corporations authorized to do business in Georgia are subject to the Georgia’s general personal jurisdiction. As such, corporations need to be aware of the states where they are registered and the states’ opinions as to whether general personal jurisdiction may be exercised based on the mere authorization or transaction of business.