Minimum Contacts Framework

Specific Personal Jurisdiction

Minimum Contacts Framework

The Due Process Clause of the Fourteenth Amendment limits a state court's power to bind a defendant who lives or is based in another state. International Shoe Co. v. Washington sets the test that governs today: a defendant who is not present in the forum may be sued there only if it has “certain minimum contacts” with the state, such that maintaining the suit does not offend “traditional notions of fair play and substantial justice.”¹ Minimum contacts are the defendant's own connections with the state: salesmen it sends there, goods it sells there, contracts it makes with residents there. The connection must come from the defendant's own act, because the unilateral activity of those who claim some relationship with a nonresident defendant cannot satisfy the requirement of contact with the forum.²

Three questions sit inside the formula, and the vocabulary of what follows comes from them. Contacts: what did the defendant itself do to connect with the state? Relatedness: does the lawsuit grow out of that connection? Fairness: given both answers, is it reasonable to make the defendant litigate there?

Tying jurisdiction to the defendant's own choices does two things. It lets a state hold a defendant to account for conduct it directed there, and it lets the defendant predict where it may be sued. If a plaintiff or a stranger could create the connection, anyone could be pulled into any court.

This unit traces how the formula replaced the older presence rule and then separates general from specific jurisdiction. The sections after it take up each question in turn.

From Presence to Contacts

Before International Shoe, a court's power to bind a person rested on its de facto power over him, so the defendant's presence within the court's territory was a prerequisite to a personal judgment, a rule associated with Pennoyer v. Neff.³

For an individual the rule was easy to apply: the summons reached him in the state or it did not. A corporation has no body to find there, and courts bridged the gap with fictions that preserved the territorial premise. A foreign corporation doing business in a state was said to have consented to suit there, and later to be “present” there, and so subject to the same rule.⁴ Automobiles prompted the same move for individuals. A nonresident motorist who used a state's highways was said to have appointed a state official as his agent to accept process, as in Hess v. Pawloski, and because that agent could be served inside the state, its courts could reach the driver.⁵

Each fiction was only as workable as the finding it required. The motorist theory needed only a finding that the driver had used the state's roads. The corporate theories needed a finding that the corporation was “doing business” in the forum, and deciding what counted absorbed much judicial energy.⁶ The quantitative tests that emerged claimed to identify when presence or consent could be attributed to the company, but they were in fact trying to learn what dealings make it just to subject a foreign corporation to local suit.⁷ As movement between states and national corporate activity grew, the sovereignty and consent theories showed their limits, and courts placed increasing weight on general due process principles as the main limit on jurisdiction over a nonresident.⁸

The International Shoe opinion named the flaw directly. A corporation's presence outside its state of origin can be manifested only by the activities of those authorized to act for it, so calling the corporation “present” enough to satisfy due process begs the question to be decided; the word merely symbolizes the activities courts will treat as sufficient.⁹ The Court dropped the fiction and asked instead whether the corporation's contacts with the forum make it reasonable, in the context of our federal system of government, to require it to defend the particular suit brought there.¹⁰ The inconvenience of trial away from the corporation's home or principal place of business remains relevant to that judgment.¹¹

Shaffer v. Heitner later described what that change accomplished. The relationship among the defendant, the forum, and the litigation, rather than the mutually exclusive sovereignty of the states on which Pennoyer rested, became the central concern, and the immediate effect was to increase the state courts' ability to obtain jurisdiction over nonresident defendants.¹² The plaintiff's residence is not irrelevant, and it may help decide whether entertaining the suit in the forum is proper; but the inquiry itself focuses on those three relations.¹³

The Court also refused to turn the new test into a head count. The criteria that separate activities justifying suit from those that do not “cannot be simply mechanical or quantitative”; the answer depends on the quality and nature of the activity in relation to the fair and orderly administration of the laws.¹⁴ The opinion marks a range instead. Continuous and systematic activity that also gives rise to the liability sued on has never been doubted to support suit.¹⁵ A single or occasional act of a corporate agent that creates an obligation has not, as a rule, been thought to give the state authority to enforce it, but other acts, because of their nature and quality and the circumstances of their commission, may suffice to make the corporation liable to suit.¹⁶ The test therefore asks what the defendant did in the state and how the claim connects to it. A tally of visits answers neither question.

Reciprocity explains why the test looks to the defendant's own activity. To the extent a corporation exercises the privilege of conducting activities in a state, it enjoys the benefits and protection of that state's laws. The privilege may give rise to obligations, and so far as those obligations arise out of or are connected with the activities within the state, requiring the corporation to answer a suit to enforce them can in most instances hardly be called undue.¹⁷ The benefit comes from the in-state activity, so the obligations that make a suit fair are the ones tied to that activity.

International Shoe's own facts show the test working on a company with no fixed presence. The company, a Delaware corporation with its principal place of business in St. Louis, had no office in Washington, made no contracts of sale or purchase there, and kept no stock of merchandise there. It did employ eleven to thirteen salesmen who lived in Washington and confined their principal activities to the state. They earned commissions totaling more than $31,000 a year, displayed samples (sometimes in rented sample rooms for which the company reimbursed them), and sent orders to St. Louis, where the company accepted or rejected them and shipped goods from outside the state.¹⁸ The company argued that this mere solicitation left it absent from Washington.¹⁹ The Court disagreed. The activities were neither irregular nor casual but systematic and continuous, produced a large volume of interstate business, and gave the company the benefits and protection of Washington's laws, including access to its courts.²⁰ Most important for relatedness, the obligation sued on, contributions to the state unemployment fund measured by a percentage of the commissions paid to the salesmen, arose out of those very activities.²¹

The footwear maker resembles the International Shoe company in line of business and home city. Only the defendant's own Washington activity, and the claim's tie to it, distinguishes the two.

The second half of the formula, fair play and substantial justice, stays a separate inquiry. It overlaps with the contacts inquiry but has independent significance, and satisfying one does not excuse the other: a forum that is convenient for the witnesses and parties cannot supply contacts the defendant never made.²² Contacts alone, in turn, do not end the analysis.

Specific Versus General Jurisdiction

Since International Shoe, the Supreme Court has recognized two kinds of personal jurisdiction: general (all-purpose) jurisdiction and specific (case-linked) jurisdiction.²³ Helicopteros Nacionales de Colombia v. Hall (1984) adopted the distinction as a device for the “contacts” step of the contacts-plus-fairness test from International Shoe.²⁴ The distinction asks two things: how extensive the defendant's contacts with the forum are, and how the forum relates to the events giving rise to the claim.²⁵ Deciding which kind a plaintiff is invoking is therefore the first move in a personal jurisdiction problem, because the answer fixes what must be shown about the defendant and what must be shown about the claim.

The two kinds trade depth of connection against closeness of tie. Deep contacts remove the need to ask whether the claim relates to them, while thinner contacts require that the claim grow out of them.

General jurisdiction is the broader and more demanding kind. A court that has it may hear any claim against the defendant, even one arising from events in another state.²⁶ A state court may exercise it only when the defendant is “essentially at home” in the forum.²⁷ For an individual, the paradigm forum is the place of domicile; for a corporation, it is the place of incorporation and the principal place of business.²⁸ The standard is steep because the court's power is so broad. A court that decides claims about events anywhere in the world reaches disputes with no tie to the state, so the only defendant it can fairly bind on that footing is one whose affiliation with the state is itself complete, a place where the defendant can expect to answer for whatever happens. Were substantial sales enough, every state where a large company sells its goods would become an all-purpose forum for it.

Ford Motor Co. v. Montana Eighth Judicial District Court shows the limit at work. The parties agreed that general jurisdiction over Ford lay in Delaware and Michigan, the states where it is at home, and not in Montana or Minnesota.²⁹ Whether Ford could nonetheless be sued in Montana and Minnesota on a narrower basis is the question the later sections take up. General jurisdiction receives fuller treatment elsewhere; here it is the contrast that defines specific jurisdiction.

Specific jurisdiction reaches defendants less closely tied to a state, but only for a narrower class of claims.³⁰ The suit must arise out of or relate to the defendant's contacts with the forum, so that an affiliation exists between the forum and the underlying controversy, principally an activity or occurrence in the forum that the state may regulate.³¹ That link between claim and contact is what justifies the thinner connection. International Shoe grounded specific jurisdiction in reciprocity: when, and only when, a company exercises the privilege of conducting activities in a state and enjoys the benefit and protection of its laws, the state may hold the company to account for related misconduct.³² The same rule gives fair warning, because a defendant that knows which activities expose it to a state's courts can structure its conduct to lessen or avoid that exposure.³³

This reading concentrates on specific jurisdiction, and that inquiry has a settled shape.

The second step separates specific jurisdiction from general. Specific jurisdiction is confined to issues deriving from, or connected with, the very controversy that establishes jurisdiction, and because the defendant is not at home, the forum may act only in cases tied to its contacts.³⁸ A defendant may therefore have built a large presence in a state and still face no specific jurisdiction for a claim unrelated to it. When the claim does not relate to the defendant's voluntary forum contacts, the case must rest on general jurisdiction or cannot proceed in that forum at all.³⁹

Changing only the location of an accident can change which kind of jurisdiction a court holds, and the clearest way to see that is to hold the parties still.

Those four results come from running the two tests separately on each pairing.⁴⁰ General jurisdiction follows the defendant, so in this example it exists only in Hawaii whichever accident is at issue. Specific jurisdiction follows the events and exists only where the collision occurred. A single court can therefore hold neither kind, one kind, or both against the same defendant, which is why the analysis runs both tests rather than stopping at the first one that fails.

A common error is to reason that a defendant who did something deliberate in the forum may be sued there on any claim. One deliberate act opens the forum, but only for claims that grow out of it.

The same two people and the same forum produce opposite answers, because only the first claim grows out of something the seller did in Arkansas.⁴¹ The truck claim could rest only on general jurisdiction, and a seller domiciled in Texas is not at home in Arkansas.⁴² The other routes to a forum are alternatives to specific jurisdiction, among them in rem and quasi in rem jurisdiction, transient presence, consent, and waiver.⁴³

The first step produces some of the hardest cases. In Asahi, the California court upheld jurisdiction over a component maker that solicited no business in California, made no direct sales there, and did not design or control the distribution system that carried its valve assemblies there. It reasoned that the maker knew some assemblies sold to Cheng Shin in Taiwan would be incorporated into tire tubes sold in California, and that the maker benefited indirectly from those sales. It treated the intentional act of placing the components in the stream of commerce, coupled with that awareness, as enough.⁴⁴ Whether such awareness shows purposeful availment is the subject of the stream of commerce section; the basic rule of purposeful availment comes first.