§ 7424. Theory that It Resides wherever It Exercises its Franchises.-There is another doctrine, which does not confine the residence of a corporation to its principal place of business within the State, but which gives it a residence, for the purposes of jurisdiction, wherever it spreads out and exercises its franchises. It was stated in an early case, by the Supreme Court of Illinois, thus: "The residence of a corporation, if it can be said to have a residence, is necessarily where it exercises corporate functions. It dwells in the place where its business is done. It is located where its franchises are exercised." It was accordingly held that a railroad corporation had a legal existence in any county in which it operated its road; and this doctrine has been accepted and followed in other States. On the same principle, a foreign corporation may have a domestic residence, for the purposes of jurisdiction and procedure, in any county where it has an established place of business, and exercises its franchises, at least where it has its principal office. Such being the principle, where the

which such corporation shall have a place of business," it was held that where a railroad passed over parts of two counties, the corporation might maintain an action in the county in which it had an office, where its books and records were kept in accor-dance with a vote of its directors, and where a large share of its business was transacted, although it had at the same time an office in the other county, where the residue of its business was transacted, and where its treasurer and clerk resided. Androscoggin &c. R. Co. v. Stevens, 28 Me. 434.

1 Bristol v. Chicago &c. R. Co., 15 Ill. 436, 437. Again quoted in Chicago &c. R. Co. v. Bank of North America, 82 Ill. 493, 496.

supra.

Bristol v. Chicago &c. R. Co.,

Slavens v. South Pac. R. Co., 51 Mo. 308; Crutsinger v. Missouri Pac. R. Co., 82 Mo. 64; Baldwin v. Missis

sippi &c. R. Co., 5 Iowa, 518; Richardson v. Burlington &c. R. Co., 8 Iowa, 260. Many other decisions could be cited to the effect that a corporation may have a constructive residence for the purposes of jurisdiction at places other than that of its principal office: Glaize v. South Caro lina R. Co., 1 Strob. L. (S. C.) 70; Cromwell v. Charleston Ins. &c. Co., 2 Rich. L. (S. C.) 512. And the same is true of the situs of a corporation for the purpose of taxation: St. Louis v. Wiggins Ferry Co., 40 Mo. 580, 586. See post, 8094, et seq.

Chicago &c. R. Co. v. Bank of North America, 82 Ill. 493; post, §§ 7891, 7988, et seq. So, it has been held that, for the purpose of the application of the statute of limitations, the residence of a corporation is in the State whither it has removed its offices and effects, and where it exercises its functions and franchises. Pennsylvania Co. v. Sloan, 1 Ill. App. 364.

constitution of a State declares that no person shall be sued elsewhere than in the county in which he resides, an act of the legislature declaring that railroad companies may be sued for injuries done by them to stock, etc., in the counties in which the injuries may have been committed, is not unconstitutional, since the company may be deemed to reside in those counties.1

§ 7425. Further of This Theory. Under this principle, for the purpose of determining the time within which a railroad company may appeal from a judgment rendered against it by a justice of the peace, in a county other than where its principal office is situated, but within which its road lies, it is to be deemed a resident, and not a non-resident of the county, within the meaning of the statute regulating the appeal.2 Another court has laid down, theoretically, at least, a still broader doctrine, to the effect that a private corporation has no commorancy or residence at any place within the State creating it, but that for the purposes of jurisdiction it resides throughout the limits of the State. Such corporations were not, therefore, in Massachusetts, within the provisions of a general statute prescribing what actions must be brought in the county where one of the parties lives, but they might bring an action in whatever county they chose.

Davis v. Central Railroad &c. Co., 17 Ga. 323. The court reasoned that the meaning of the constitutional provision was that all civil cases were to be tried in the county in which the defendant resided, such county being ascertained by the law of residence which may happen to be in existence at the time when the case arises, or, perhaps, when it should be tried. Ibid., p. 335. There is a note on the residence and citizenship of corporations in 35 Am. & Eng. Rail. Cas. 507.

Slavens v. South Pac. R. Co., 51 Mo. 308; Crutsinger v. Missouri Pac. R. Co., 82 Mo. 64.

• Taunton &c. Turnp. Corp. v. Witing, 9 Mass. 321. Under a statute of the same State, providing that actions may be brought by or against a corporation "in any county in which such corporation has an established or usual place of business" (Gen. Stats. Mass. 1860, ch. 123, §5, subsec. 3), it is held that a toll-house of a turnpike company, at which tolls are collected and tickets sold by an agent of the corporation, and where workmen employed by the corporation are sometimes paid by the treasurer, is 66 'an established or usual place of business" which the corporation "has" within the county. "The

8 7426. Suable in Any County in the State. The rule as to venue deducible from the foregoing section is that a corporation, whether foreign or domestic, having a general residence in the State for the purposes of jurisdiction, is deemed to reside throughout the entire limits of the State,' and especially in those counties where it carries on its business and exercises its franchises,2 and is hence suable in any county where it has an agent upon whom process against it may lawfully be served.' It should be carefully kept in mind, how

ever, that this rule is not so much a theory of the courts as to the legal situs of a corporation for the purposes of jurisdiction, as it is a rule in particular States, founded on the express language of statutes; and that, in so far as the States have the same rule, it is rather a rule depending upon a concurrence of legislation, than upon a concurrence of judicial decisions.' The word "non-resident" in this statute includes corporations, according to a principle of interpretation elsewhere referred to. The point upon which these statutes more frequently concur is that a transitory action may be brought against a railroad company in any county through which it operates its road, provided it has an agent in that county upon whom process may lawfully be served, and this, irrespective of the question of the place where the cause of action accrued, or the injury was done.

Co. v. Knowlton, 11 Ind. 339; Morehead v. Atlantic &c. R. Co., 7 Jones L. (N. C.) 500.

For instance, the code of Indiana enacts that " any action against any corporation may be brought in any county where the corporation has an office, for the transaction of business, or any person resides, upon whom process may be served, unless otherwise provided in this act" (2 Rev. Stats. Ind., p. 222, § 796); under which statute a railroad corporation is a resident for jurisdictional purposes in every county in which it has an office or agency and an officer or agent upon whom process may be served. New Albany &c. R. Co. v. Haskell, 11 Ind. 301; Cincinnati &c. R. Co. v. Knowlton, 11 Ind. 339. So, a statute of Missouri enacts that "when all the defendants are non-residents of the State, suit may be brought in any county." Rev. Stats. Mo. 1879, § 3481, cl. 4.

• Post, § 8060; and hence a foreign corporation doing business in Missouri, and having a residence there for juris

dictional purposes, is suable in any county of the State. Estill v. New York &c. R. Co., 41 Fed. Rep. 849; 8. c. 8 Rail. & Corp. L. J. 86.

Galveston &c. R. Co. v. Horne, 69 Tex. 643; 8. c. 9 S. W. Rep. 440 (under Rev. Stats. Tex., art. 1198, § 21); Bonner v. Hearne, 75 Tex. 242; s. c. 6 Rail. & Corp. L. J. 262; 12 S. W. Rep. 38 (holding that, under the same statute and under the Texas Act of April 21, 1887, relating to receivers, an action may be brought against a railroad company for the appointment of a receiver in any county where it is otherwise suable); Bristol v. Chicago &c. R. Co., 15 Ill. 436; Baldwin v. Mississippi &c. R. Co., 5 Iowa, 518; Richardson v. Burlington &c. R. Co., 8 Iowa, 260; Sherwood v. Saratoga &c. R. Co., 15 Barb. (N. Y.) 650; Slavens v. South Pac. R. Co., 51 Mo. 308; Houston &c. R. Co. v. Ford, 53 Tex. 364; Evansville &c. R. Co. v. Spellbring, 1 Ind. App. 167; s. c. 27 N. E. Rep. 229; Louisville &c. R. Co. v. Saucier (Miss.), 1 South. Rep. 511; Belden. New York &c. R. Co., 15

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87427. Venue the Same as in the Case of Natural Persons. In the absence of special statutory provisions relating to the venue of civil actions by and against corporations, it is a sound conclusion that the same rules prevail which have been established by general statutes, -in other words, that the same rules prevail in the case of corporations as in the case of natural persons. It has been so held in respect of actions by corporations. So, a constitutional provision requiring all civil cases to be tried in the county in which the defendant resides, is held to apply to corporations as well as to natural persons.2

§ 7428. In the County where the Contract was Broken or the Injury Occurred. — Another rule, founded entirely, it may be assumed, on constitutional and statutory provisions, is to the effect that, a corporation being a resident of the State for jurisdictional purposes, an action against it may be brought in the county where the injury, which is the special matter of the action, was done, or where the contract, which is the subject of the action, was broken; or (at the pleasure of the plaintiff) in the county where the chief office or place of business

How. Pr. (N. Y.) 17 (holding that a railroad company is not a non-resident of any county through which its road passes, in such a sense as authorizes an action against it by a short summons, but that, being a resident, it must be sued by a long summons). So, a railroad company, having an office in New York City, where it sold tickets and checked baggage, was suable there by long summons: Jay v. Long Island R. Co., 2 Daly (N. Y.), 401. Under statutes of West Virginia, a foreign corporation doing business in that State, having no principal officer or president, or other chief officer resident therein, may be sued in any county wherein it does business, where the cause of action

arose out of the State, if process can be legally served in such county. Humphreys v. Newport News &c. Co., 33 W. Va. 135; s. c. 10 S. E. Rep. 39. A railroad company is a "private corporation," within the meaning of a statute (Rev. Stats. Tex., art. 1198, subsec. 21) providing that suits against any private corporation may be commenced in any county where the cause of action arose, or in which such corporation has an agency or representative, etc. St. Louis &c. R. Co. v. Traweek, 84 Tex. 65; s. c. 19 8. W. Rep. 370.

1 Holbrook v. Peoria Bridge Co., 3 Ill. 32.

• Central Bank of Georgia v. Gibson, 11 Ga. 453.