Page:Federal Reporter, 1st Series, Volume 10.djvu/714

 I03 FEDERAL REPOfiTEB. �of a corporation, its distinguishing badge, at common law the only evidence of its contracts, may be taken by its offlcers and used within a foreign juria- dictiou. �"Doubts were formerly entertainea whether a corporation could make a contract or maintain an action out of its own junsdiction. These questions have been long since settled, either by judicial construction or legislative enactment, in accordance with the reason of the thing and usage of the com- mercial world, Sound principle requires that while the powers pf corporations are world-wide, while for all practical purposes they may exist and act every- where, the technical rule of the common law, that they exist only within the jurisdiction of the sovereignty which created them, should be applied only within its strictest limits, and not be sufCered to defeat the obvious claiœs of justice. * * * �" The question now before the court is not upon the validity of the common- law principle; to that we adhere. * * * The utmost that can be said is that [the service in the suit in New York] was a deviation from the technical rule of the common law. The defendants were not condemned unheard, and without an opportunity of making defence. The process was served pre- cisely upon the officer, and in the mode that it would have been had the pro- cess been served in.this state. The corporation, it is true, were drawn into the forum of a foreign sovereignty to litigate, but, having voluntarily entered that jurisdiction and transacted business there ; having invoked the comity and the protection of the laws of that sovereignty for their beneflt, — can they com- plain that the contracts there made are enforced within that sovereignty and in accordance with its laws? Does it involve the violation of any principle of natural justice, or that protection which is due to the citizens of our own state? If the corporation were carrying on its business within the state of New York at the time of the service of the process, this court has already intimated its opinion that the service would be valid. In 4 Zab. 234, Justice Elmer said: ' I tliink, under such circumstances, natural justice requires that corporations should be subject to the laws of the state whose comity they thus invoke. For the purpose of being sued, they ought to be regarded as volun- tarily placing themselves in the situation of citizens of that state. And such, it seems, would be the rule, independently of any express statute authorizing the mode of serving process. Angell & Ames, Corp. § 402. The fact that the corporation had ceased to transact business, whatever technical difflculty it may seem to croate, cannot alter the reason and justice of the proceeding.' " �The learned judge distinguishes, of course, between corporations and natural persons, and applies his reasoning only to the former. He treats the existence of the New York statute, authorizing the serv- ice of process on the ofScer of a non-resident corporation casually in that state, as not affecting the decision of the court of New Jersey in the case. See Bushel v. Com. Ins. Co. 15 Serg. & K. 176, and Angell & Ames, § 402. �The doctrine thus ably laid down by Chief Justice Green has been sanctioned by the congress of the United States, as to the District of ��� �