Mallory v. Norfolk Southern R. Co
The Supreme Court ruled that Pennsylvania may require out-of-state companies to submit to its courts on any lawsuit as a condition of registering to do business there, reviving a century-old legal principle and overturning the Pennsylvania Supreme Court's decision.
The ruling means companies registered in Pennsylvania can be hauled into its courts to face claims that arose entirely in other states — and opens the door for other states to adopt similar registration-based jurisdiction laws.
“Nothing in the Due Process Clause requires such an incongruous result.”
The majority rejecting Norfolk Southern's claim that the Constitution entitled it to greater protection from suit than its own employees enjoy.
How it got here: Mallory sued in Pennsylvania state court; Norfolk Southern challenged jurisdiction; the Pennsylvania Supreme Court sided with Norfolk Southern and struck down the registration-based jurisdiction law as unconstitutional; the Supreme Court agreed to hear Mallory's appeal.
The Case in Depth
What happened
Robert Mallory worked as a freight-car mechanic for Norfolk Southern Railroad for nearly 20 years, first in Ohio and then in Virginia. After leaving the company, he was diagnosed with cancer and blamed it on workplace exposure to asbestos and other chemicals. He hired Pennsylvania lawyers and sued Norfolk Southern in Pennsylvania state court under a federal railroad workers' compensation law. Neither Mallory's exposures nor Norfolk Southern's incorporation or headquarters had any connection to Pennsylvania — but Norfolk Southern had registered to do business in Pennsylvania since 1998, and Pennsylvania law requires registered companies to submit to its courts on any claim.
The question before the Court
Can a state require an out-of-state company to agree to be sued in its courts — on any claim — as a condition of registering to do business there, without violating the Constitution's due process guarantee?
The Court's answer
Yes — a state can require an out-of-state company to consent to being sued in its courts on any claim as a condition of registering to do business there, without violating due process. The Court found the answer in a century-old precedent, Pennsylvania Fire Ins. Co. v. Gold Issue Mining & Milling Co. (1917), which held this very arrangement permissible. Norfolk Southern had registered to do business in Pennsylvania since 1998, and Pennsylvania law makes clear that registration means submitting to the state's courts on any claim. By registering with full knowledge of that consequence, Norfolk Southern consented to jurisdiction and cannot now claim a due process violation.
The Court also rejected the argument that International Shoe Co. v. Washington (1945) — which established that courts may exercise jurisdiction over non-consenting companies based on their in-state activities — had implicitly overruled Pennsylvania Fire. International Shoe expanded the paths to jurisdiction; it did not close off the consent-based path Pennsylvania Fire had long recognized. The Pennsylvania Supreme Court was required to follow that directly controlling precedent and was wrong to hold otherwise.
Curious how the Court got there? See the step-by-step legal reasoning →
Why it matters
Workers and other plaintiffs can now sue large companies in Pennsylvania courts even when the injury and the company's home base have no connection to Pennsylvania. Companies registered in Pennsylvania face exposure to any lawsuit filed there. If other states adopt similar laws, the same dynamic could play out nationwide — allowing plaintiffs to choose from a wider menu of courts and giving states with plaintiff-friendly reputations an influx of cases.
What changes now
The case goes back to Pennsylvania's courts, where Norfolk Southern can renew a dormant Commerce Clause argument — the constitutional rule limiting state laws that burden interstate commerce — that the Pennsylvania Supreme Court never addressed and the Supreme Court did not reach. Justice Alito's concurrence signals serious skepticism about whether Pennsylvania's scheme can survive that challenge. If the Commerce Clause question eventually returns to the Supreme Court, the ultimate fate of registration-based jurisdiction could look different.
What this does not decide
The Court did not decide whether Pennsylvania's registration-based jurisdiction law violates the dormant Commerce Clause, the constitutional doctrine limiting state laws that burden interstate commerce. That question was not addressed below and was not before the Court; it goes back to the Pennsylvania courts on remand and could ultimately produce a different result for Norfolk Southern.
Concurrences and dissents
Concurrence — Justice Jackson
Justice Jackson agreed fully with the Court's result and joined all parts of Justice Gorsuch's opinion, but wrote separately to explain what she saw as the most important conceptual foundation. She emphasized that the 1982 decision Insurance Corp. of Ireland v. Compagnie des Bauxites de Guinee establishes that personal jurisdiction is an individual, waivable right. Because Norfolk Southern voluntarily chose to register in Pennsylvania knowing the jurisdictional consequences — registration is not required simply because trains pass through — it waived its right to contest jurisdiction there. That choice, she argued, is dispositive and makes the case straightforward.
Concurrence in part — Justice Alito
Justice Alito agreed that Pennsylvania Fire controls and that enforcing Norfolk Southern's registration-based consent does not violate due process on these specific facts, but he did not join the broader historical analysis in Parts II, III-A, and IV. He wrote separately to raise a concern the majority did not address: Pennsylvania's assertion of jurisdiction over a dispute with no connection to the state may independently violate the dormant Commerce Clause — the doctrine prohibiting state laws that unduly burden interstate commerce. He noted that this challenge was not before the Court and can be renewed on remand, and he expressed serious doubt that Pennsylvania's scheme could survive it.
Dissent — Justice Barrett
Justice Barrett argued that the majority's consent theory effectively nullifies the Court's modern personal-jurisdiction rules, which limit a state's ability to haul a company into court on any claim to states where the company is essentially 'at home' (incorporated or headquartered). Any state could now relabel its long-arm statute as a 'consent' scheme and dodge those limits — making Daimler AG v. Bauman and Goodyear Dunlop Tires effectively obsolete for corporations. She argued Pennsylvania Fire was implicitly overruled by International Shoe and its descendants, and that the majority's approach confuses a company's statutory obligation to register with a genuine, voluntary consent to suit.
How the Court got there
The legal reasoning, step by step
- The Court identified a directly controlling 1917 precedent: Pennsylvania Fire Ins. Co. v. Gold Issue Mining & Milling Co., which unanimously held that a state may require an out-of-state corporation, as a condition of doing business there, to consent to being sued in its courts on any claim — and that this does not violate the Due Process Clause of the Fourteenth Amendment.
- Pennsylvania's registration law is materially identical to the Missouri law upheld in Pennsylvania Fire: it bars out-of-state companies from doing business in the Commonwealth until they register, and registration expressly makes them subject to the state courts' general jurisdiction — meaning they can be sued on any claim, not just those connected to Pennsylvania. Norfolk Southern registered in 1998 and has renewed its registration ever since, gaining the rights of a domestic corporation in exchange for agreeing to answer any suit.
- Norfolk Southern argued that International Shoe Co. v. Washington (1945) — which held that states may exercise jurisdiction over non-consenting companies if they have sufficient minimum contacts with the state — had implicitly overruled Pennsylvania Fire. The Court rejected this reading: International Shoe only staked out an additional path to jurisdiction over companies that had not agreed to be present in the forum. It did not eliminate consent as a separate, longstanding basis for jurisdiction. The Court stressed that its post-International Shoe cases consistently described that decision as governing defendants that 'ha[ve] not consented to suit in the forum.'
- The Court also relied on the principle — drawn from Insurance Corp. of Ireland v. Compagnie des Bauxites de Guinee — that the right to contest personal jurisdiction is a personal, waivable right belonging to the defendant. Because Norfolk Southern voluntarily registered in Pennsylvania with clear notice of the jurisdictional consequences, it chose to trade access to Pennsylvania's market for exposure to suit there. A company that waives a right cannot claim that being held to that waiver violates the very right it gave up.
- Finally, the Court held that the Pennsylvania Supreme Court plainly erred by treating Pennsylvania Fire as 'implicitly overruled' by later decisions. The rule is settled: if a Supreme Court precedent directly controls a case, lower courts must follow it and leave to the Supreme Court alone the power to overrule its own decisions, even if the lower court believes the precedent is in tension with other lines of authority.
Doctrinal impact
Cases affected by this decision
Reaffirms Pennsylvania Fire Ins. Co. of Philadelphia v. Gold Issue Mining & Milling Co. (243 U. S. 93)
Confirmed as still-controlling law governing consent-based personal jurisdiction through corporate registration.
Distinguishes International Shoe Co. v. Washington (326 U. S. 310)
Governs jurisdiction over non-consenting defendants only; does not displace consent as a separate basis for personal jurisdiction.