For companies operating nationwide, rules governing where they can be sued are consequential — especially in high-exposure toxic tort litigation. Toxic tort cases often involve claims over exposure to substances like asbestos, lead paint, pesticides, pharmaceuticals or industrial pollution and frequently target out-of-state corporations whose products or activities reach far beyond their corporate home base. Illinois’ enactment of SB 328, which amends the Illinois long-arm statute and Business Corporation Act of 1983, raises the stakes in these cases even more, conferring general jurisdiction over companies who register or merely transact business in Illinois.
Consent by registration statutes have been one of the most hotly debated legal questions in the general jurisdiction arena. General jurisdiction is a court’s authority to hear all claims against a defendant, regardless of where the alleged conduct took place. General jurisdiction is reserved for the forums where a defendant is “at home.”1 For corporations, this is usually the corporation’s place of incorporation or principal place of business.2 Yet some argue that simply registering to do business in a state should also open the door to being sued there, even if the dispute has little to no tie to that forum.
In 2023, the United States Supreme Court reignited this debate in Mallory v. Norfolk Southern Railway Co.3 In Mallory, a Virginia resident brought suit against a Virginia-based railroad in Pennsylvania state court for injuries that occurred entirely outside Pennsylvania, relying on the company’s registration to do business in the state as a basis for general jurisdiction.4 The Supreme Court held that Pennsylvania’s statutory scheme, which required businesses to consent to general jurisdiction as a precondition for registering in the state, is constitutional under the Due Process Clause of the Fourteenth Amendment.5 However, the dissent and Justice Alito’s concurrence raised additional constitutional concerns, including federalism issues and the Dormant Commerce Clause, which remain unresolved.6 Thus, open questions remained not only about the constitutionality of general jurisdiction by consent, but also how states would respond to the Court’s holding.
In the two years post-Mallory, most states have shown little appetite for Mallory’s consent by registration scheme. Only two states currently have long-arm statutes that explicitly condition registration on consent to jurisdiction, both of which are subject to criticism given the constitutional concerns raised in Mallory.7 The newest addition to the consent by registration scheme came in August 2025, when Illinois joined Pennsylvania in enacting a long-arm statute that confers general jurisdiction based on business registration alone. Unlike the Pennsylvania statute, the Illinois law only applies to toxic tort cases in which at least one co-defendant is subject to specific jurisdiction in Illinois.8 While it applies to a narrower set of cases, Illinois’ statute goes a step further than its counterpart in terms of what constitutes consent and also confers jurisdiction over defendants who transact any business in the state, even without registering, for 180 days after the triggering act.9
While Pennsylvania and Illinois stand out as rare exceptions, the national mood is clear: most states aren’t buying into consent by registration as a basis for general jurisdiction. Even Missouri, once the poster child for this doctrine in Pennsylvania Fire,10 changed course only 11 years after adopting consent by registration.11 Today, most states continue to reject the idea that simply registering to do business constitutes consent to suit on any claim.
Take Mississippi, whose supreme court explicitly distinguished its state laws from those in Pennsylvania Fire and Mallory, noting that registration under Miss. Code Ann. § 79-4-15.05(b) does not equate to consent to general jurisdiction.12 Wisconsin federal courts have similarly observed that the kind of consent scheme at issue in Mallory simply “does not exist under Wisconsin’s statutes.”13 Likewise, Texas courts have reaffirmed that Mallory has no effect on settled state law, refusing to reinterpret their non-resident corporation registration scheme as conferring general jurisdiction.14 New Mexico, New Jersey, South Carolina, Florida, Colorado, Nevada, Virginia, Tennessee and Utah are in accord.15 The prevailing consensus remains: business registration does not confer general jurisdiction absent a Mallory-like statute.
Illinois’ new statute, like Pennsylvania’s, rightfully faces scrutiny for unresolved constitutional issues. Justice Alito’s concurrence in Mallory warned that such laws could discriminate against out-of-state businesses, disrupt the balance of state and federal authority, and place undue burdens on interstate commerce.16 These concerns are especially pronounced in Illinois. Unlike the Pennsylvania statute which requires a corporation to register to do business to “consent” to jurisdiction, in Illinois, merely transacting business — even without registering — can expose a company to suit on any toxic tort claim in Illinois courts.
Illinois’ new law has the potential to make it a prominent forum for toxic tort litigation, setting it apart from the overwhelming national trend that continues to reject consent by registration jurisdiction. However, venue-based defenses like forum non conveniens and improper venue likely remain available to defend against forum shopping.
For instance, as recently as September 2025, Pennsylvania courts have dismissed toxic tort cases with no Pennsylvania nexus on forum non conveniens grounds where, despite the defendant being registered to do business in Pennsylvania, Pennsylvania lacked any connection to the suit or substantial interest in applying its law.17 Additionally, Pennsylvania courts have granted motions to dismiss for improper venue where the defendant lacked intentional business conduct in the forum18 or where a reasonable forum selection agreement existed between the parties.19 If adopted by other courts, these procedural defenses may become critical to curbing forum shopping post-Mallory.
As the legal landscape continues to evolve, companies should closely monitor legislative and judicial developments and consult with legal counsel to assess potential risks and protect their organization from unexpected litigation.
Footnotes
- Perkins v. Benguet Consol. Min. Co. 342 U.S. 437, 447 (1952); Helicopteros Nacionales de Colombia, S.A. v. Hall, 466 U.S. 408, 416 (1984).
- Helicopteros, 466 U.S. at 416.
- Mallory v. Norfolk S. Ry. Co., 600 U.S. 122 (2023).
- Id. at 127.
- Id.
- Id. at 150, 157, 168-69.
- See 42 Pa. Cons. Stat. § 5301 (stating that registering as a foreign corporation “shall constitute a sufficient basis” to permit state courts to “exercise general personal jurisdiction” over a registered foreign corporation”); see also 735 Ill. Comp. Stat. 5/2-209(b)(5) (stating that a corporation who registers to do business in Illinois is subject to general jurisdiction for toxic tort claims); 805 Ill. Comp. Stat. 5/13.20(b) (specifying that a corporation who “maintain[s] the right to transact business in [Illinois] consents to the exercise of general jurisdiction” for certain claims).
- 735 Ill. Comp. Stat. 5/2-209(b)(5).
- 805 Ill. Comp. Stat. 5/13.70.
- Pennsylvania Fire Ins. Co. v. Gold Issue Min. & Mill. Co., 243 U.S. 93 (1917).
- See Gold Issue Min. & Mill. Co. v. Pennsylvania Fire Ins. Co., 184 S.W. 999, 1000 (Mo. 1916), overruled by State ex rel. Am. Cent. Life Ins. Co. v. Landwehr, 300 S.W. 294 (1927) (holding that that a foreign insurer’s registration constituted consent only to suit on related claims and did not constitute general jurisdiction to all claims), abrogated by State ex rel. Norfolk S. Ry. Co. v. Dolan, 512 S.W.3d 41 (Mo. 2017).
- K&C Logistics, LLC v. Old Dominion Freight Line, Inc., 374 So.3d 515, 524 (Miss. 2023).
- Endo Ventures Unlimited Comp. v. Nexus Pharms. Inc., 2024 WL 1254358, at *4 (E.D. Wis. Mar. 25, 2024).
- Repairify, Inc. v. Opus IVS, Inc., 2024 WL 2205663, at *1 (Tex. App.—Dallas May 16, 2024).
- See Bustos v. Ryder Truck Rental, Inc., 2024 WL 2260786, at *7 (D. N.M. May 17, 2024) (“Unlike each state statute discussed in Pennsylvania Fire and Mallory, New Mexico’s BCA crucially does not say that registering to do business in New Mexico constitutes consent to general personal jurisdiction over the business entity.”); Simplot India LLC v. Himalaya Food Int’l Ltd., 2024 WL 1136791, at *10 (D. N.J. Mar. 15, 2024) (“Unlike the express consent statute at issue in Mallory, New Jersey’s registration statute does not include such an express consent requirement. This Court, absent a legislative imprimatur, will not fill the void and write one in.”); In re Aqueous Film-Forming Foams Prod. Liab. Litig., No. CV 2:18-2873, 2023 WL 6846676, at *5 (D.S.C. Oct. 17, 2023) (concluding that South Carolina’s statute “does not contain language subjecting foreign corporations to personal jurisdiction” and recognizing that “the Supreme Court’s ruling in Mallory is limited to the situation where a state’s business registration statute provides that a foreign corporation must consent to personal jurisdiction within the state as a condition of doing business”); Est. of Caviness v. Atlas Air, Inc., 2023 WL 6802950, at *3 (S.D. Fla. Sept. 20, 2023) (“Florida law does not establish that a foreign corporation’s registration to do business in Florida amounts to consenting to general jurisdiction in Florida courts.”); Lumen Techs. Serv. Grp., LLC v. CEC Grp., LLC, No. 23-CV-253, 2023 WL 5822503, at *6–8 (D. Colo. Sept. 8, 2023) (concluding that Colorado’s statutes do not give rise to general jurisdiction because, unlike Mallory, they do not “expressly inform foreign corporations of any personal jurisdiction consequences of registering to do business or designating an agent in the state” and because there is no state case law providing notice of consent by registration); Matter of Richard H. Goldstein Irrevocable Tr., No. 87684, 2025 WL 2475191, at *6 (Nev. Aug. 28, 2025) (“Unlike the Pennsylvania statute addressed in Mallory, NRS 14.020 does not condition the privilege to do business in Nevada on consenting to general personal jurisdiction, so Mallory is inapposite.”); Shamburg v. Ayvaz Pizza, LLC, No. 5:24-cv-00098, 2025 WL 2431652, at *6 (W.D. Va. Aug. 22, 2025) (holding that there is “no language in the Virginia statute that comes close to conditioning registration on submitting to the jurisdiction of Virginia’s courts.”); Williams v. Cincinnati Lubes, Inc., No. 3:23-CV-00900, 2024 WL 4437118, at *3 (M.D. Tenn. Oct. 7, 2024) (adopting the proposition that “ the lack of explicit language in the Tennessee statute stating that registration of a foreign corporation constitutes consent to the exercise general personal jurisdiction, the undersigned finds that this case is distinguishable from Mallory”); Madsen v. Sidwell Air Freight, No. 1:23-CV-0008-JNP, 2024 WL 1160204, at *15 (D. Utah Mar. 18, 2024) (“To read Mallory more broadly would . . . also subject every registered foreign corporation, without regard to its place of incorporation, its principal place of business, or the extent of its contacts within the state, to general personal jurisdiction in almost every single state. Nothing in Mallory suggests that the Court was announcing such a sweeping sea change in personal jurisdiction.”).
- Mallory, 600 U.S. at 155-56.
- Dickerson v. United States Steel Corp., 2025 WL 2589651, at *5-9 (Pa. Super. Sept. 8, 2025).
- Pickering v. Associated Realty Property Management, Inc., 2025 WL 2672365, at *6 (Pa. Super. Sept. 18, 2025).
- Somerlot v. Jung, 343 A.3d 324, 331 (Pa. Super. 2025).
The material contained in this communication is informational, general in nature and does not constitute legal advice. The material contained in this communication should not be relied upon or used without consulting a lawyer to consider your specific circumstances. This communication was published on the date specified and may not include any changes in the topics, laws, rules or regulations covered. Receipt of this communication does not establish an attorney-client relationship. In some jurisdictions, this communication may be considered attorney advertising.
