BNSF Railway Co. v. Tyrrell

istrator for the ESTATE OF TYRRELL,

DECEASED, et al. certiorari to the supreme court of montana No. 16–405. Argued April 25, 2017—Decided May 30, 2017 The Federal Employers' Liability Act (FELA), 45 U. S. C. § 51 et seq., makes railroads liable in money damages to their employees for on-the-job injuries. Respondent Robert Nelson, a North Dakota resident, brought a FELA suit against petitioner BNSF Railway Company (BNSF) in a Montana state court, alleging that he had sustained injuries while working for BNSF. Respondent Kelli Tyrrell, appointed in South Dakota as the administrator of her husband Brent Tyrrell's estate, also sued BNSF under FELA in a Montana state court, alleging that Brent had developed a fatal cancer from his exposure to carcinogenic chemicals while working for BNSF. Neither worker was injured in Montana. Neither incorporated nor headquartered there, BNSF maintains less than 5% of its work force and about 6% of its total track mileage in the State. Contending that it is not “at home” in Montana, as required for the exercise of general personal jurisdiction under Daimler AG v. Bauman, 571 U. S. 117, 127, BNSF moved to dismiss both suits. Its motion was granted in Nelson's case and denied in Tyrrell's. After con-solidating the two cases, the Montana Supreme Court held that Montana courts could exercise general personal jurisdiction over BNSF because the railroad both “d[id] business” in the State within the meaning of 45 U. S. C. § 56 and was “found within” the State within the compass of Mont. Rule Civ. Proc. 4(b)(1). The due process limits articulated in Daimler , the court added, did not control because Daimler did not involve a FELA claim or a railroad defendant. Held: 1. Section 56 does not address personal jurisdiction over railroads. Pp. 408–412. (a) Section 56's first relevant sentence provides that “an action may be brought in a district court of the United States,” in, among other places, the district “in which the defendant shall be doing business at the time of commencing such action.” This Court has comprehended that sentence as a venue prescription, not as one governing personal jurisdiction. Baltimore & Ohio R. Co. v. Kepner , 314 U. S. 44, 52. Congress generally uses the expression, where suit “may be brought,” to indicate the federal districts in which venue is proper, see, e. g., 28

U. S. C. § 1391(b), while it typically provides for the exercise of personal jurisdiction by authorizing service of process, see, e. g., 15 U. S. C. § 22. Nelson and Tyrrell contend that the 1888 Judiciary Act provision that prompted § 56's enactment concerned both personal jurisdiction and venue, but this Court has long read that Judiciary Act provision to concern venue only, see, e. g., Green v. Chicago, B. & Q. R. Co., 205 U. S. 530, 532–533. Pp. 408–410.

(b) The second relevant sentence of § 56—that “[t]he jurisdiction of the courts of the United States under this chapter shall be concurrent with that of the courts of the several States”—refers to concurrent subject-matter jurisdiction of state and federal courts over FELA actions. See Second Employers' Liability Cases, 223 U. S. 1, 55–56. Congress added this clarification after the Connecticut Supreme Court held that Congress intended to confine FELA litigation to federal courts, and that state courts had no obligation to entertain FELA claims. Pp. 410–411. (c) None of the cases featured by the Montana Supreme Court in reaching its contrary conclusion resolved a question of personal jurisdiction. Pope v. Atlantic Coast Line R. Co., 345 U. S. 379; Miles v. Illinois Central R. Co., 315 U. S. 698; Kepner , 314 U. S. 44; and Denver & Rio Grande Western R. Co. v. Terte, 284 U. S. 284, distinguished. Moreover, all these cases, save Pope , were decided before this Court's transformative decision on personal jurisdiction in International Shoe Co. v. Washington, 326 U. S. 310. Pp. 411–412. 2. The Montana courts' exercise of personal jurisdiction under Montana law does not comport with the Fourteenth Amendment's Due Process Clause. Only the propriety of general personal jurisdiction is at issue here because neither Nelson nor Tyrrell alleges injury from work in or related to Montana. A state court may exercise general jurisdiction over out-of-state corporations when their “affiliations with the State are so `continuous and systematic' as to render them essentially at home in the forum State.” Daimler, 571 U. S., at 127. The “paradigm” forums in which a corporate defendant is “at home” are the corporation's place of incorporation and its principal place of business, e. g., id., at 137, but in an “exceptional case,” a corporate defendant's operations in another forum “may be so substantial and of such a nature as to render the corporation at home in that State,” id., at 139, n. 19. Daimler involved no FELA claim or railroad defendant, but the due process constraint described there applies to all state-court assertions of general jurisdiction over nonresident defendants; that constraint does not vary with the type of claim asserted or business enterprise sued.

Here, BNSF is not incorporated or headquartered in Montana and its activity there is not “so substantial and of such a nature as to render the corporation at home in that State.” Ibid. Pp. 412–415. 383 Mont. 417, 373 P. 3d 1, reversed and remanded. Ginsburg, J., delivered the opinion of the Court, in which Roberts, C. J., and Kennedy, Thomas, Breyer, Alito, Kagan, and Gorsuch, JJ., joined. Sotomayor, J., filed an opinion concurring in part and dissenting in part, post, p. 415.

Andrew S. Tulumello argued the cause for petitioner. With him on the briefs was Michael R . Huston.

Nicole A. Saharsky argued the cause for the United States as amicus curiae urging reversal. With her on the brief were Acting Solicitor General Francisco, Acting Assistant Attorney General Readler, Deputy Solicitor General Kneed-ler, and Michael S. Raab .

Julie A. Murray argued the cause for respondents. With her on the brief were Scott L. Nelson, Allison M. Zieve, and Robert S. Fain, Jr.*

Justice Ginsburg delivered the opinion of the Court.

The two cases we decide today arise under the Federal Employers' Liability Act (FELA), 35 Stat. 65, as amended, 45 U. S. C. § 51 et seq., which makes railroads liable in money damages to their employees for on-the-job injuries. Both

“Under this chapter an action may be brought in a district court of the United States, in the district of the residence of the defendant, or in which the cause of action arose, or in which the defendant shall be doing business at the time of commencing such action. The jurisdiction of the courts of the United States under this chapter shall be concurrent with that of the courts of the several States.”

We hold that § 56 does not address personal jurisdiction over railroads. Its first relevant sentence is a venue prescription governing proper locations for FELA suits filed in federal court. The provision's second relevant sentence, using the term “concurrent” jurisdiction, refers to subject-matter jurisdiction, not personal jurisdiction. It simply clarifies that the federal courts do not have exclusive subject-matter jurisdiction over FELA suits; state courts can hear them, too.

Montana's Supreme Court, in the alternative, relied on state law, under which personal jurisdiction could be asserted over “persons found within . . . Montana.” Mont. Rule Civ. Proc. 4(b)(1) (2015). BNSF ft that bill, the court stated, because it has over 2,000 miles of railroad track and employs more than 2,000 workers in Montana. Our precedent, however, explains that the Fourteenth Amendment's Due Process Clause does not permit a State to hale an out-of-state corporation before its courts when the corpora-

I

n March 2011, respondent Robert Nelson, a North Dakota resident, brought a FELA suit against BNSF in a Montana state court to recover damages for knee injuries Nelson allegedly sustained while working for BNSF as a fuel-truck driver. 383 Mont. 417, 419, 373 P. 3d 1, 3 (2016). In May 2014, respondent Kelli Tyrrell, appointed in South Dakota as the administrator of her husband Brent Tyrrell's estate, similarly sued BNSF under FELA in a Montana state court. Id., at 419–420, 373 P. 3d, at 3. Brent Tyrrell, his widow alleged, had developed a fatal kidney cancer from his exposure to carcinogenic chemicals while working for BNSF. Id., at 420, 373 P. 3d, at 3. Neither plaintiff alleged injuries arising from or related to work performed in Montana; indeed, neither Nelson nor Brent Tyrrell appears ever to have worked for BNSF in Montana. Id., at 419–420, 373 P. 3d, at 3.

BNSF is incorporated in Delaware and has its principal place of business in Texas. Id., at 419, 373 P. 3d, at 3. It operates railroad lines in 28 States. No. DV 14–699 (13th Jud. Dist., Yellowstone Cty., Mont., Oct. 7, 2014), App. to Pet. for Cert. 63a. BNSF has 2,061 miles of railroad track in Montana (about 6% of its total track mileage of 32,500), employs some 2,100 workers there (less than 5% of its total work force of 43,000), generates less than 10% of its total revenue in the State, and maintains only one of its 24 automotive facilities in Montana (4%). Ibid. Contending that it is not “at home” in Montana, as required for the exercise of general personal jurisdiction under Daimler AG v. Bau-man, 571 U. S. 117, 127 (2014) (internal quotation marks omitted), BNSF moved to dismiss both suits for lack of per-

After consolidating the two cases, the Montana Supreme Court held that Montana courts could exercise general personal jurisdiction over BNSF. Id., at 429, 373 P. 3d, at 9. Section 56, the court determined, authorizes state courts to exercise personal jurisdiction over railroads “doing business” in the State. Id., at 426, 373 P. 3d, at 7 (internal quotation marks omitted). In addition, the court observed, Montana law provides for the exercise of general jurisdiction over “[a]ll persons found within” the State. Id., at 427, 373 P. 3d, at 8 (quoting Mont. Rule Civ. Proc. 4(b)(1) (2015)). In view of the railroad's many employees and miles of track in Montana, the court concluded, BNSF is both “doing business” and “found within” the State, such that both FELA and Montana law authorized the exercise of personal jurisdiction. 383 Mont., at 426, 428, 373 P. 3d, at 7–8 (internal quotation marks omitted). The due process limits articulated in Daimler , the court added, did not control, because Daimler did not involve a FELA claim or a railroad defendant. 383 Mont., at 424, 373 P. 3d, at 6.

Justice McKinnon dissented. Section 56, she wrote, is a federal-court venue prescription, and also confers subject-matter jurisdiction on state courts in FELA cases, concurrent with federal courts. Id., at 435–437, 373 P. 3d, at 13. But § 56, she maintained, does not touch or concern personal jurisdiction. Ibid. Furthermore, she concluded, Daimler controls, rendering the Montana courts' exercise of personal jurisdiction impermissible because BNSF is not “at home” in Montana. 383 Mont., at 433–434, 373 P. 3d, at 11–12.

We granted certiorari, 580 U. S. 1089 (2017), to resolve whether § 56 authorizes state courts to exercise personal jurisdiction over railroads doing business in their States but not incorporated or headquartered there, and whether the Montana courts' exercise of personal jurisdiction in these cases comports with due process.

A

The first sentence of § 56 states that “an action may be brought in a district court of the United States,” in, among other places, the district “in which the defendant shall be doing business at the time of commencing such action.” In Baltimore & Ohio R. Co. v. Kepner , 314 U. S. 44 (1941), we comprehended this clause as “establish[ing] venue” for a federal-court action. Id., at 52. Congress, we explained, designed § 56 to expand venue beyond the limits of the 1888 Judiciary Act's general venue provision, which allowed suit only “in districts of which the defendant was an inhabitant.” Id., at 49; see Act of Aug. 13, 1888, § 1, 25 Stat. 434. Nowhere in Kepner or in any other decision did we intimate that § 56 might affect personal jurisdiction.

Congress generally uses the expression, where suit “may be brought,” to indicate the federal districts in which venue is proper. See, e. g., 28 U. S. C. § 1391(b) (general venue statute specifying where “[a] civil action may be brought”); J. Oakley, ALI, Fed. Judicial Code Rev. Project 253–290 (2004) (listing special venue statutes, many with similar language). See also Kepner , 314 U. S., at 56 (Frankfurter, J., dissenting) (“The phrasing of [§ 56] follows the familiar pattern generally employed by Congress in framing venue provisions.”).

Nelson and Tyrrell, however, argue that § 56 relates to personal jurisdiction. In their view, the 1888 Judiciary Act provision that prompted § 56's enactment, 25 Stat. 434, concerned both personal jurisdiction and venue. According to House and Senate Reports, they contend, two cases had brought to Congress' attention the problem with the prior provision—namely, that in federal-question cases it authorized suit only in the district of the defendant's residence. Brief for Respondents 16–18. See H. R. Rep. No. 513, 61st Cong., 2d Sess., 6 (1910) (citing Macon Grocery Co. v. Atlantic Coast Line R. Co., 215 U. S. 501 (1910); Cound v. Atchison, T. & S. F. R. Co., 173 F. 527 (WD Tex. 1909)); S. Rep. No. 432, 61st Cong., 2d Sess., 4 (1910) (same). In both cases, the courts had dismissed FELA suits for “want of jurisdiction.” Macon Grocery , 215 U. S., at 510; Cound, 173 F., at 534. To avert such jurisdictional dismissals, they urge, Congress enacted § 56.

B

The second § 56 sentence in point provides that “[t]he jurisdiction of the courts of the United States under this chapter shall be concurrent with that of the courts of the several States.” Nelson and Tyrrell argue that this sentence extends to state courts the first sentence's alleged conferral of personal jurisdiction on federal courts. But, as just discussed, the first sentence concerns federal-court venue and confers no personal jurisdiction on any court.

We have understood § 56's second sentence to provide for the concurrent subject-matter jurisdiction of state and federal courts over actions under FELA. See Second Employ-

C

Pointing to a quartet of cases, the Montana Supreme Court observed that this Court “consistently has interpreted [§]56 to allow state courts to hear cases brought under FELA even where the only basis for jurisdiction is the railroad doing business in the forum [S]tate.” 383 Mont., at 421–423, 425–426, 373 P. 3d, at 4–7 (citing Pope v. Atlantic Coast Line R. Co., 345 U. S. 379 (1953); Miles v. Illinois Central R. Co., 315 U. S. 698 (1942); Kepner , 314 U. S. 44; Denver & Rio Grande Western R. Co. v. Terte, 284 U. S. 284 (1932)).

None of the decisions featured by the Montana Supreme Court resolved a question of personal jurisdiction. Terte held that a FELA plaintiff, injured in Colorado, could bring suit in Missouri state court against a railroad incorporated

Moreover, all these cases, save Pope , were decided before this Court's transformative decision on personal jurisdiction in International Shoe Co. v. Washington, 326 U. S. 310 (1945). See Daimler , 571 U. S., at 138, n. 18 (cautioning against reliance on cases “decided in the era dominated by” the “territorial thinking” of Pennoyer v. Neff, 95 U. S. 714 (1878)).

Because FELA does not authorize state courts to exercise personal jurisdiction over a railroad solely on the ground that the railroad does some business in their States, the Montana courts' assertion of personal jurisdiction over BNSF here must rest on Mont. Rule Civ. Proc. 4(b)(1), the State's provision for the exercise of personal jurisdiction over “persons found” in Montana. See supra, at 407. BNSF does not contest that it is “found within” Montana as the State's courts comprehend that rule. We therefore inquire whether the Montana courts' exercise of personal jurisdiction under Montana law comports with the Due Process Clause of the Fourteenth Amendment.

Goodyear and Daimler clarified that “[a] court may assert general jurisdiction over foreign (sister-state or foreign-country) corporations to hear any and all claims against them when their affiliations with the State are so `continuous and systematic' as to render them essentially at home in the forum State.” Daimler , 571 U. S., at 127 (quoting Goodyear , 564 U. S., at 919). The “paradigm” forums in which a corporate defendant is “at home,” we explained, are the corporation's place of incorporation and its principal place of business. Daimler , 571 U. S., at 137; Goodyear , 564 U. S., at 924. The exercise of general jurisdiction is not limited to these forums; in an “exceptional case,” a corporate defendant's operations in another forum “may be so substantial and of such a nature as to render the corporation at home in that State.” Daimler , 571 U. S., at 139, n. 19. We suggested that Perkins v. Benguet Consol. Mining Co., 342 U. S. 437 (1952), exemplified such a case. Daimler , 571 U. S., at 139, n. 19. In Perkins , war had forced the defendant corporation's owner to temporarily relocate the enterprise from the Philippines to Ohio. 342 U. S., at 447–448. Because Ohio then became “the center of the corporation's wartime activities,” Daimler , 571 U. S., at 130, n. 8, suit was proper there, Perkins, 342 U. S., at 448.

BNSF, we repeat, is not incorporated in Montana and does not maintain its principal place of business there. Nor is BNSF so heavily engaged in activity in Montana “as to render [it] essentially at home” in that State. See Daimler , 571 U. S., at 127 (internal quotation marks omitted). As earlier noted, BNSF has over 2,000 miles of railroad track and more than 2,000 employees in Montana. But, as we observed in Daimler , “the general jurisdiction inquiry does not focus solely on the magnitude of the defendant's in-state contacts.” Id., at 139, n. 20 (internal quotation marks and alterations omitted). Rather, the inquiry “calls for an appraisal of a corporation's activities in their entirety”; “[a] corporation that operates in many places can scarcely be deemed at home in all of them.” Id., at 140, n. 20. In short, the business BNSF does in Montana is sufficient to subject the railroad to specific personal jurisdiction in that State on claims related to the business it does in Montana. But in-state business, we clarified in Daimler and Goodyear , does not suffice to permit the assertion of general jurisdiction over claims like Nelson's and Tyrrell's that are unrelated to any activity occurring in Montana. 4

* * *

For the reasons stated, the judgment of the Montana Supreme Court is reversed, and the cases are remanded for further proceedings not inconsistent with this opinion.

It is so ordered.

Justice Sotomayor , concurring in part and dissenting in part.

I concur in the Court's conclusion that the Federal Employers' Liability Act (FELA), 45 U. S. C. § 51 et seq., does

U. S. 310 (1945), as an exercise of general, dispute-blind, jurisdiction, post, at 417–418, thereby overlooking the fundamental difference between International Shoe and these cases. In International Shoe , the defendant corporation's in-state activities had “not only been continuous and systematic, but also g[a]ve rise to the liabilities sued on.” 326 U. S., at 317. The state courts there asserted jurisdiction not over claims that had nothing to do with the State; instead, they exercised adjudicatory authority to hold the defendant corporation accountable for activity pursued within the State of Washington. Daimler , 571 U. S., at 126, 133, n. 10. This Court, therefore, had no occasion in International Shoe to “engage in a comparison between International Shoe's contacts within the State of Washington and the other States in which it operated.” Post, at 418. In marked contrast to International Shoe , Nelson's and Tyrrell's claims have no relationship to anything that occurred or had its principal impact in Montana.

This Court's opinion is not limited to § 56 because the Montana Supreme Court went on to address and decide the question: Do “Montana courts have personal jurisdiction over BNSF under Montana law?” 383 Mont., at 426, 373 P. 3d, at 7. See also id., at 429, 373 P. 3d, at 9 (“Under Montana law, Montana courts have general personal jurisdiction over BNSF.”).

The Court would do well to adhere more faithfully to the direction from International Shoe Co. v. Washington, 326 U. S. 310 (1945), which instructed that general jurisdiction is proper when a corporation's “continuous corporate operations within a state [are] so substantial and of such a nature as to justify suit against it on causes of action arising from dealings entirely distinct from those activities.” Id., at 318. Under International Shoe , in other words, courts were to ask whether the benefits a defendant attained in the forum State warranted the burdens associated with general personal jurisdiction. See id., at 317–318. The majority itself acknowledges that International Shoe should govern, de-scribing the question as whether a defendant's affiliations with a State are sufficiently “ `continuous and systematic' ” to warrant the exercise of general jurisdiction there. Ante, at 413. If only its analysis today reflected that directive. Instead, the majority opinion goes on to reaffirm the restrictive “at home” test set out in Daimler—a test that, as I have explained, has no home in our precedents and creates serious

The majority's approach grants a jurisdictional windfall to large multistate or multinational corporations that operate across many jurisdictions. Under its reasoning, it is virtually inconceivable that such corporations will ever be subject to general jurisdiction in any location other than their principal places of business or of incorporation. Foreign businesses with principal places of business outside the United States may never be subject to general jurisdiction in this country even though they have continuous and systematic contacts within the United States. See id., at 158–159. What was once a holistic, nuanced contacts analysis backed by considerations of fairness and reasonableness has now effectively been replaced by the rote identification of a corporation's principal place of business or place of incorporation. 1 The result? It is individual plaintiffs, harmed by the actions of a farfung foreign corporation, who will bear the brunt of the majority's approach and be forced to sue in distant jurisdictions with which they have no contacts or connection.

Moreover, the comparative-contacts analysis invented in Daimler resurfaces here and proves all but dispositive. The majority makes much of the fact that BNSF's contacts in Montana are only a percentage of its contacts with other jurisdictions. Ante , at 406–407, 414. But International Shoe, which the majority agrees is the springboard for our modern personal jurisdiction jurisprudence, ante, at 412, ap-

The majority does even Daimler itself a disservice, paying only lipservice to the question the Court purported to reserve there—the possibility of an “exceptional case” in which general jurisdiction would be proper in a forum State that is neither a corporate defendant's place of incorporation nor its principal place of business. See 571 U. S., at 139, n. 19. Its opinion here could be understood to limit that exception to

Worse, the majority reaches its conclusion only by departing from the Court's normal practice. 4 Had it remanded to the Montana Supreme Court to reevaluate the due process question under the correct legal standard, that court could have examined whether this is such an “exceptional case.” Instead, with its ruling today, the Court unnecessarily sends a signal to the lower courts that the exceptional-circumstances inquiry is all form, no substance.

I respectfully concur in part and dissent in part.