Also known as: principal places of business · PPoB · PPB · principal business location
Written by attorneys · grounded in primary & secondary sources — see below
The location where a corporation's high-level officers direct, control, and coordinate the corporation's activities. This place is ordinarily the corporation's headquarters and serves as the single state of citizenship for the entity under diversity jurisdiction statutes.
Pulse Media is incorporated in Delaware. Its chief executive and all senior officers work from a single headquarters building in California, where they make every major operational decision. A plaintiff injured by one of its products in Texas sues Pulse Media in a Texas federal court on an unrelated claim. The court dismisses for lack of general jurisdiction because Pulse Media is at home only in Delaware and California.
Prism Analytics is incorporated in Nevada. Its board and top executives meet weekly at an office in Illinois to set corporate strategy and approve all contracts. When a customer from Ohio sues Prism Analytics in federal court, the court treats Prism Analytics as a citizen of both Nevada and Illinois for diversity purposes.
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Pinnacle Holdings is incorporated in Delaware and maintains its only executive suite in New York. A plaintiff from Florida brings a products-liability suit in a California federal court for injuries sustained in Arizona. The court grants the motion to dismiss because Pinnacle Holdings is not at home in California.
Prime Logistics is incorporated in Texas. Its president and finance team run all operations from a single office in the Northern District of Illinois. When a supplier sues Prime Logistics in federal court, venue is proper in the Northern District of Illinois because that is where the company maintains its principal place of business.
Pulse Media sells products nationwide but directs all corporate policy from its New Jersey headquarters. A consumer injured in Oregon sues Pulse Media in an Oregon federal court on a claim unrelated to any Oregon conduct. The court dismisses because continuous sales alone do not make the corporation at home in Oregon.
Prism Analytics is incorporated in Delaware. Although it operates data centers in three states, its chief officers meet daily in a single Boston office to set budgets, hire executives, and approve all major contracts. A federal court therefore treats Massachusetts as the company's principal place of business for diversity analysis.
The test identifies the single state in which high-level officers direct, control, and coordinate the corporation's activities, ordinarily its headquarters. Courts apply this rule to avoid jurisdictional manipulation and to produce a single, easily ascertainable citizenship for diversity purposes.
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No. A corporation is subject to general jurisdiction only where it is at home, meaning its place of incorporation or principal place of business, except in truly exceptional cases. Extensive sales or operations alone do not suffice.
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For venue purposes an entity resides in any district where it is subject to personal jurisdiction and, when acting as plaintiff, only in the district of its principal place of business. The rule therefore channels corporate plaintiffs into the district containing their nerve center.
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A corporation is a citizen of every state in which it is incorporated and of the single state where it maintains its principal place of business. Both citizenships must be considered when testing complete diversity.
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…and accepted by the state Superior Court and Supreme Court, are not in dispute. Appellant is a Delaware corporation, having its principal place of business in St. Louis, Missouri, and is engaged in the manufacture and sale of shoes and other footwear. It maintains places of business in several states, other than Washington, at which its…