Also known as:places of business · principal place of business
Written by attorneys · grounded in primary & secondary sources — see below
A location at which a person or entity conducts business activities. The principal place of business is the nerve center where high-level officers direct and coordinate corporate activities, typically the headquarters.
Sources & Authorities
How it applies
Common Examples
6
Substantial Sales Without General Jurisdiction
Prime Logistics maintains warehouses and generates millions in annual sales in State X but keeps its headquarters and board meetings in State Y. When a plaintiff sues Prime Logistics in State X over an unrelated accident occurring in State Z, the court dismisses for lack of general jurisdiction because the corporation is not at home in State X.
Diversity Citizenship Determined by Headquarters
Pulse Media is incorporated in Delaware. Its chief executive and all strategic decisions occur at its New York offices. When Pavel Petrov, a New Jersey citizen, sues Pulse Media for breach of contract, the federal court treats Pulse Media as a citizen of both Delaware and New York for diversity purposes.
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Cases
Statutes
Uniform Acts
Model Codes
Restatements
Study Supplements
Dictionaries
Fallback Service at Drilling Site
Red Rock Energy LP's registered agent cannot be located. A process server delivers the complaint to Carla, the field operations chief who runs daily contracts and personnel decisions from a semi-permanent trailer at one of the partnership's drilling pads. The court upholds service because the trailer functions as a regular place of business.
Registered Agent Must Maintain In-State Office
Precision Tools LLP designates an out-of-state law firm as its registered agent. The secretary of state rejects the designation because the agent lacks any physical place of business inside the state where process can be received.
Registered Office May Coincide With Operations
Paragon Construction maintains its only active construction yard in the state. The corporation lists that same yard as its registered office when filing articles, satisfying the statutory requirement that the registered office may be any of its places of business.
Extensive Operations Insufficient for General Jurisdiction
A foreign manufacturer maintains distribution centers and a large sales force in State A but directs all corporate policy from its overseas headquarters. When a plaintiff injured in State B sues the manufacturer in State A for the out-of-state injury, the court refuses general jurisdiction because the manufacturer is not at home in State A.
Common questions
Frequently Asked
3
How does a court determine a corporation's principal place of business for diversity jurisdiction?+
A corporation's principal place of business is its nerve center, the place where its high-level officers direct, control, and coordinate the corporation's activities, usually its headquarters.
Supporting sources
When may a plaintiff serve process on a partnership by delivering papers to someone at a place of business?+
Fallback service on the individual in charge of any regular place of business or activity is permitted only after reasonable diligence fails to locate the registered agent or to effect mail service at the principal office, and only if the recipient is not a plaintiff.
Supporting sources
Does conducting substantial business in a state automatically subject a corporation to general jurisdiction there?+
No. General jurisdiction exists only where the corporation is at home, meaning its place of incorporation or principal place of business, absent exceptional circumstances.
Supporting sources
384 U.S. 436 (1966)Evidence
…a Scottish court: "In former times such questioning, if undertaken, would be conducted by police officers visiting the house or place of business of the suspect and there questioning him, probably in the presence of a relation or friend. However convenient the modern practice may be, it must normally create a situation very…