Page:Henry Osborn Taylor, A Treatise on the Law of Private Corporations (5th ed, 1905).djvu/402

 § 396.] THE LAW OF PRIVATE CORPORATIONS. [CHAP. VII. of a subordinate employe, or to a particular transaction, or that his agency had ceased when the matter in suit arose." * § 396. It thus appears that, in order to bind the corporation by the judgment, the person on whom service is made must be the agent of the corporation representing it there within the state whose process is served on him. And the agents of a cor- poration are not its representatives for the purpose of receiving service of process in a state where the corporation transacts no business. 2 When a foreign corporation has a regular office for 1 See, also, Freeman v. Alderson, 119 U. S. 185; Fitzgerald Construc- tion Co. u. Fitzgerald, 137 U. S. 98; Societe Fonciere v. Milliken, 135 U. S. 304; Barrow St'mship Co. v. Kane, 170 U. S. 100; Conn. Mut. L. I. Co. v. Spratley, 172 U. S. 602; Far- rell v. Oregon Gold Co., 31 Or. 463; Blanc v. Paymaster Mg. Co., 95 Cal. 524; American Exp. Co. v. Conant, 45 Mich. 642; Lathrop v. Union Pac. R'y Co., 1 McArthur, 234; Dallas v. Atlantic, etc., R. R. Co., 2 McArthur, 146; Weight v. Liverpool, etc., Ins. Co., 30 La. Ann., Part II., 1186 ; McNichol v. United States, etc., Agency, 74 Mo. 457 ; Weymouth v. Washington, etc., R. R. Co., 1 Mc- Arthur, 19; Georgia Southern R. R. Co. v. Bigelow, 68 Ga. 219; Moore v. Wayne Circuit Judge, 55 Mich. 84; Tillinghast v. Boston Co., 39 S. C. 484; Firemen's Ins. Co. v. Thompson, 155 111. 204,- Germ. Ins. Co. v. First Nat. B'k, 58 Kas. 86. For certain purposes of procedure a foreign cor- poration has a residence in a county where it has an office or agent for transacting business. Harding v. Chicago, etc., R. R. Co., 80 Mo. 659. But, even then insolvency proceed- ings will not discharge a debt owing to a foreign corporation. Bergner & Engel Br'w'g Co. v. Dreyfus, 172 Mass. 154; Hammond Beef Co. v. Best, 91 Me. 431. An Illinois statute required foreign 382 insurance companies doing business in that state, to appoint in writing a resident attorney on whom process could be served. The insured took out a policy in Michigan, died, and an Illinois court appointed an ad- ministrator, the policy of insurance being the only asset. Held, the ad- ministrator could sue the Insurance Co. in Illinois. "In view of this legislation and the policy embodied in it, when this corporation, not or- ganized under the laws of Illinois, has, by virtue of those laws, a place of business in Illinois, and a general agent there, and a resident attorney there for the service of process, and can be compelled to pay its dehts there by judicial process, and has issued a policy payable on death to an administrator, the corporation must be regarded as having a domi- cile there, in the sense of the rule that the deht on the policy is assets at its domicile, so as to uphold the grant of letters of administration there." New England Mut. Life Ins. Co. v. Woodworth, 111 U. S. 138, 145. An agent of a foreign corpora- tion cannot, on his own behalf, begin an action against his corporation by serving himself. George v. Ginning Co., 46 S. C. 1. 2 McQueen v. Middleton Mfg. Co., 16 Johns. (N. Y.) 5, 7; Peckham v. North Parish, 16 Pick. 274, 286; Newell v. Great Western Ry. Co., 19