Recent United States Supreme Court decisions related to jurisdiction have led some states to consider new legislation in response, potentially leading to a significant shift in how courts determine whether jurisdiction can be maintained over out-of-state businesses. Historically, defendants could challenge jurisdiction in states where they lacked meaningful ties, but there appears to be a movement toward enacting “consent-by-registration” legislation where businesses may be deemed to have consented to general jurisdiction of a state simply by registering to do business there, even when underlying claims arise entirely elsewhere. Accordingly, there are now even more important considerations for companies that operate across state lines.
Traditionally, a court’s jurisdiction was reviewed to determine whether a defendant being sued had sufficient “minimum contacts” with a forum state and to ensure that exercising jurisdiction over a party did not “offend traditional notions of fair play and substantial justice.” See International Shoe Co. v. Washington, 326 U.S. 310 (1945).The goal of that analysis was to balance the sovereignty of the state, the interests of the plaintiffs, and fairness to a defendant.
Until quite recently, it appeared the United States Supreme Court’s jurisdiction-related jurisprudence was trending more defendant-friendly unless plaintiffs could establish that a specific act involving the defendant took place in a particular forum or that the defendant’s contacts in the forum were so substantial that it was “essentially at home” there.
In 2014, the Court determined that general jurisdiction was typically limited to a corporation’s place of incorporation and place of business. See Daimler AG v. Bauman, 571 U.S. 117 (2014). In that case an Argentinian plaintiff sued a German corporation in California for human rights violations of a subsidiary that allegedly took place in Argentina, but the Court determined maintaining jurisdiction in California was inappropriate because affiliations were not “so constant and pervasive as to render [it] essentially at home.”
Then, in the 2017 decision in Bristol-Myers Squibb Co. v. Superior Court of Cal., 582 U.S. 255 (2017), the Court held that California courts lacked specific jurisdiction over nonresidents’ claims because there was no connection between the forum state and the specific claims where nonresident plaintiffs sued the defendant in California for injuries allegedly caused by a drug it manufactured. Essentially, a defendant’s general connection to a state could not substitute for the required link between the forum and the controversy.
More recently, however, the Court signaled a shift by allowing states greater latitude to impose jurisdiction through consent statutes tied to business registration, even for actions or injuries that have no direct connection to the state. The 2023 decision in Mallory v. Norfolk Southern Railway Co., 600 U.S. 122 (2023), involved the Court’s review of Pennsylvania’s requirement that companies registering to do business in the state must consent to the state’s jurisdiction. That decision determined Pennsylvania could statutorily require out-of-state corporations to consent to general jurisdiction as a condition of doing business in the state confirming that such consent was not violative of the Due Process Clause.
Previously, the Illinois Supreme Court had rejected that registration was deemed consent to general jurisdiction. See Aspen American Insurance Company v. Interstate Warehousing, Inc., 2017 IL 121281 (2017).Following Norfolk, however, the State of Illinois introduced Senate Bill 328 explicitly stating that registration to do business would be deemed consent. The proposed bill, if passed, would require companies that register or are already registered to do business in Illinois consent to the state’s general jurisdiction, permitting those companies to be sued in Illinois even if the plaintiffs are not from Illinois and the alleged harm did not occur in Illinois.
Senate Bill 328 passed both houses of the Illinois General Assembly on June 1, 2025. The governor has until August 29 to veto the law, but there is also a challenge to the law that is currently pending in Sangamon County Court. A similar law was passed by the New York legislature but was vetoed by the governor in 2024.
Following the decision in Mallory, state legislatures may now feel emboldened to pass statutes requiring consent to general jurisdiction as a condition of doing business. If more states enact these types of laws or courts determine that registration statutes imply consent to jurisdiction, this clearly poses several practical challenges for businesses operating across state lines including but not limited to:
More litigation exposure as businesses may face lawsuits in states with little or no connection to the underlying claims.
Determining whether registration and other requirements for business in particular states is necessary for ongoing business concerns.
The possibility that forum shopping becomes a larger issue for plaintiffs looking for litigation-friendly venues, particularly where the claims have little to no connection to that state.
The ability to challenge personal jurisdiction may now be more limited, even in forums with only a minimal connection to the dispute. Businesses must carefully consider where and how they operate, and the jurisdictional consequences of compliance with state registration statutes.
If you have concerns about where your company does business or where you could be sued, we recommend speaking with legal counsel. Our firm can assist in evaluating the potential impact of these developments and helping you plan for litigation risk, compliance, or defense.
Author: William E. Keeler III
Jurisdiction’s Ongoing Evolution
Recent United States Supreme Court decisions related to jurisdiction have led some states to consider new legislation in response, potentially leading to a significant shift in how courts determine whether jurisdiction can be maintained over out-of-state businesses. Historically, defendants could challenge jurisdiction in states where they lacked meaningful ties, but there appears to be a movement toward enacting “consent-by-registration” legislation where businesses may be deemed to have consented to general jurisdiction of a state simply by registering to do business there, even when underlying claims arise entirely elsewhere. Accordingly, there are now even more important considerations for companies that operate across state lines.
Traditionally, a court’s jurisdiction was reviewed to determine whether a defendant being sued had sufficient “minimum contacts” with a forum state and to ensure that exercising jurisdiction over a party did not “offend traditional notions of fair play and substantial justice.” See International Shoe Co. v. Washington, 326 U.S. 310 (1945). The goal of that analysis was to balance the sovereignty of the state, the interests of the plaintiffs, and fairness to a defendant.
Until quite recently, it appeared the United States Supreme Court’s jurisdiction-related jurisprudence was trending more defendant-friendly unless plaintiffs could establish that a specific act involving the defendant took place in a particular forum or that the defendant’s contacts in the forum were so substantial that it was “essentially at home” there.
In 2014, the Court determined that general jurisdiction was typically limited to a corporation’s place of incorporation and place of business. See Daimler AG v. Bauman, 571 U.S. 117 (2014). In that case an Argentinian plaintiff sued a German corporation in California for human rights violations of a subsidiary that allegedly took place in Argentina, but the Court determined maintaining jurisdiction in California was inappropriate because affiliations were not “so constant and pervasive as to render [it] essentially at home.”
Then, in the 2017 decision in Bristol-Myers Squibb Co. v. Superior Court of Cal., 582 U.S. 255 (2017), the Court held that California courts lacked specific jurisdiction over nonresidents’ claims because there was no connection between the forum state and the specific claims where nonresident plaintiffs sued the defendant in California for injuries allegedly caused by a drug it manufactured. Essentially, a defendant’s general connection to a state could not substitute for the required link between the forum and the controversy.
More recently, however, the Court signaled a shift by allowing states greater latitude to impose jurisdiction through consent statutes tied to business registration, even for actions or injuries that have no direct connection to the state. The 2023 decision in Mallory v. Norfolk Southern Railway Co., 600 U.S. 122 (2023), involved the Court’s review of Pennsylvania’s requirement that companies registering to do business in the state must consent to the state’s jurisdiction. That decision determined Pennsylvania could statutorily require out-of-state corporations to consent to general jurisdiction as a condition of doing business in the state confirming that such consent was not violative of the Due Process Clause.
Previously, the Illinois Supreme Court had rejected that registration was deemed consent to general jurisdiction. See Aspen American Insurance Company v. Interstate Warehousing, Inc., 2017 IL 121281 (2017). Following Norfolk, however, the State of Illinois introduced Senate Bill 328 explicitly stating that registration to do business would be deemed consent. The proposed bill, if passed, would require companies that register or are already registered to do business in Illinois consent to the state’s general jurisdiction, permitting those companies to be sued in Illinois even if the plaintiffs are not from Illinois and the alleged harm did not occur in Illinois.
Senate Bill 328 passed both houses of the Illinois General Assembly on June 1, 2025. The governor has until August 29 to veto the law, but there is also a challenge to the law that is currently pending in Sangamon County Court. A similar law was passed by the New York legislature but was vetoed by the governor in 2024.
Following the decision in Mallory, state legislatures may now feel emboldened to pass statutes requiring consent to general jurisdiction as a condition of doing business. If more states enact these types of laws or courts determine that registration statutes imply consent to jurisdiction, this clearly poses several practical challenges for businesses operating across state lines including but not limited to:
The ability to challenge personal jurisdiction may now be more limited, even in forums with only a minimal connection to the dispute. Businesses must carefully consider where and how they operate, and the jurisdictional consequences of compliance with state registration statutes.
If you have concerns about where your company does business or where you could be sued, we recommend speaking with legal counsel. Our firm can assist in evaluating the potential impact of these developments and helping you plan for litigation risk, compliance, or defense.