1. A foreign corporation
held not suable without its
consent in a state wherein it had done no business. P.
279 U. S.
408.
2. In making compacts of reinsurance in one state with insurers
of property situate in another state, a foreign insurance company
is not doing business in the second state.
Id.
3. A Danish insurance company, whose business in this country
was confined to reinsurance contracts made in New York, in order to
comply with the law of Mississippi (Hemingway's Code, 1927, § 5864)
where property covered by some of the insured risks was situate,
appointed the Mississippi insurance commissioner its attorney upon
whom process might be served, the authorization stating that
service upon him should be deemed valid personal service upon the
company and that such authority should continue so long as
Page 279 U. S. 406
any liability of the company remained outstanding in
Mississippi, whether incurred before or after such appointment.
Held that the statute and the appointment should not be
construed as empowering the Mississippi courts to entertain an
action brought against the company by a Louisiana corporation on a
contract of marine insurance entered into abroad and unrelated to
any matter in Mississippi. P.
279 U. S.
408.
4. A defendant does not waive objection to jurisdiction over his
person by removing the case from the state to the federal court;
nor by joining his plea to the jurisdiction with a plea in
abatement because of another action pending, as permitted by the
local practice and the Conformity Act. P.
279 U. S.
409.
27 F.2d 329 affirmed.
Certiorari, 278 U.S. 592, to review a judgment of the circuit
court of appeals which affirmed a judgment of the district court
dismissing the action for want of jurisdiction.
MR. JUSTICE BUTLER delivered the opinion of the Court.
In April, 1925, petitioner filed its declaration in the Circuit
Court of Harris County, Mississippi, in an action to recover
$50,000 from respondent, a Danish corporation, on an insurance
policy. Thereupon, the sheriff served a summons upon the state
insurance commissioner, and the clerk of the court mailed a copy
addressed to respondent at its home office in Copenhagen. There
being diversity of citizenship, respondent removed the case to the
United States District Court for the Southern District of
Mississippi, and filed a motion to quash and plea to the
jurisdiction on the ground that respondent was not doing business
in the state and had not authorized or consented to
Page 279 U. S. 407
such service. Issue was joined, there was a trial at which much
evidence was heard, the district court found for respondent, held
the service invalid, sustained the plea, and dismissed the case.
The circuit court of appeals affirmed. 27 F.2d 329.
Petitioner was incorporated under the laws of Louisiana and
engaged in the business of packing and shipping meats in the United
States and other countries. Respondent was incorporated in Denmark
and engaged in the insurance business. Neither of the parties was a
resident or citizen of Mississippi, and, as found by both courts,
respondent was not doing business in that state. In 1918, at Buenos
Aires, Argentina, respondent issued to petitioner the policy on
which this action was brought. It covered a shipment of beef
belonging to petitioner in a vessel at Montevideo, Uruguay, to be
carried to Havana, Cuba. The declaration alleged a total loss, and
prayed judgment for the full amount of the policy.
In March, 1923, respondent, conformably to § 5864, Hemingway's
Code 1927, appointed the state insurance commissioner its attorney
upon whom process might be served. The authorization states that
service upon him shall be deemed to be valid personal service upon
the company, and that such authority shall continue "so long as any
liability of the company remains outstanding" in Mississippi,
whether incurred before or after such appointment. And respondent,
in accordance with the same section,
* appointed a
resident of the state for transaction
Page 279 U. S. 408
of the business of reinsurance therein. It also annually
reported such business and paid a license fee. Sections 5866, 5877,
5888. It made a deposit with an officer of the state of New York
for the security of its policy holders in the United States, and so
complied with Mississippi Law. Section 5868.
Respondent's business in the United States was confined to
reinsurance, and all such contracts were made in New York City.
Some of the reinsured risks covered property in Mississippi, and
that made the above-mentioned appointments necessary in order to
comply with the laws of the state. Section 5865.
Reinsurance involves no transaction or privity between the
reinsurer and those originally assured. The lower courts rightly
held that the making of the reinsurance compacts in New York
between respondent and insurers of property in Mississippi was not
the doing of business in that state. And, as its consent to be sued
there cannot be implied from any transactions within the state,
there is no jurisdiction, unless respondent's authorization in
respect of service is broad enough to extend to this case.
Philadelphia & R. Co. v. McKibbin, 243 U.
S. 264.
The policy sued on was issued, and the loss occurred, in South
America. The importation of such controversies would not serve any
interest of Mississippi. The purpose of state statutes requiring
the appointment by foreign
Page 279 U. S. 409
corporations of agents upon whom process may be served is
primarily to subject them to the jurisdiction of local courts in
controversies growing out of transactions within the state.
Old
Wayne Mut. Life Assn. v. McDonough, 204 U. S.
8,
204 U. S. 18,
204 U. S. 21;
Simon v. Southern Railway Co., 236 U.
S. 115,
236 U. S. 130;
Mitchell Furniture Co. v. Selden Breck Co., 257 U.
S. 213,
257 U. S. 215;
Louisville & Nashville R. Co. v. Chatters, ante, p.
279 U. S. 320. The
language of the appointment and of the statute under which it was
made plainly implies that the scope of the agency is intended to be
so limited. By the terms of both, the authority continues only so
long as any liability of the company remains outstanding in
Mississippi. No decision of the state supreme court supports the
construction for which petitioner contends. And, in the absence of
language compelling it, such a statute ought not to be construed to
impose upon the courts of the state the duty, or to give them
power, to take cases arising out of transactions so foreign to its
interests. The service of the summons cannot be sustained.
Petitioner suggests that, by removal of the case to the federal
court, objection to jurisdiction over the person of respondent was
waived. Our decisions are to the contrary.
General Investment
Co. v. Lake Shore & M.S. R. Co., 260 U.
S. 261,
260 U. S. 268;
Lee v. Chesapeake & Ohio Ry. Co., 260 U.
S. 653;
Hassler v. Shaw, 271 U.
S. 195,
271 U. S. 199.
And petitioner asserts that, by joining its plea to the
jurisdiction for lack of service with a plea in abatement because
of another action pending, respondent appeared generally and
submitted itself to the jurisdiction of the court. But the pleas
were authorized by state practice, which, under the Conformity Act,
is adopted in the federal court. Section 537, Hemingway's Code;
U.S.C. Tit. 28, § 724;
Southern Pacific Co. v. Denton,
146 U. S. 202,
146 U. S.
209.
Judgment affirmed.
* The provisions of § 5864 so far as material follow:
"No foreign insurance, indemnity or guaranty company shall be
admitted and authorized to do business in this state until:"
"
* * * *"
"Third. It shall by a duly executed instrument filed in his
office, constitute and appoint the commissioner of insurance, . . .
its true and lawful attorney, upon whom all process in any action .
. . against it may be served, and therein shall agree that any
process against it which may be served upon its said attorney shall
be of the same force and validity as if served on the company, and
the authority thereof shall continue in force irrevocable so long
as any liability of the company remains outstanding in this state.
. . ."
"Fourth. It shall appoint as its agent or agents in this state
some resident or residents thereof other than the said
commissioner, . . . authorizing the agent to acknowledge service of
process for and on behalf of the company, and consenting that
service of process on the agent shall be as valid as if served upon
the company, according to the laws of this state, and waiving all
claim of error by reason of such service."