Elizabeth Iron Works, Inc. v. Kevon Construction Corp.
Elizabeth Iron Works, Inc. v. Kevon Construction Corp.
Dissenting Opinion
dissenting. The Court holds that a foreign corporation may be subject to the jurisdiction of New Jersey courts where that corporation has no contact whatsoever with this state other than a single contract for the purchase of goods from plaintiff, a New Jersey seller. Jurisdiction based upon such a tenuous connection, with nothing more, strikes me as offensive to “* * * traditional notions of fair play and substantial justice”, International Shoe Co. v. Washington, 326 U. S. 310, 316, 66 S. Ct. 154, 158, 90 L. Ed. 95, 102 (1945), which are, after all, the ultimate tests of constitutionality. E. g., Moon Carrier v. Reliance Ins. Co., 153 N. J. Super. 312, 327 (Law Div. 1977).
The Appellate Division opinion accurately summarizes the undisputed jurisdictional facts. Plaintiff corporation, a supplier of structural steel, has its principal place of business in Union Township, New Jersey. Defendant is a Pennsylvania corporation acting as general contractor on a construction project in Pennsylvania. It owns no property in this state. It has no offices here. It solicits no business in Néw Jersey. Not one of its officers or stockholders or even employees lives here. No one has entered New Jersey for any business purpose on defendant’s behalf. While it was engaged in the Pennsylvania construction project, defendant placed a telephone call to plaintiff with reference to the possible purchase of specially manufactured castellated steel beams. Following this initial telephone communication plaintiff sent an em
Traditionally, where foreign corporations are not present in this state, our courts have evidenced a willingness to subject them to suit in New Jersey where, due to the -corporation’s contacts with the state, the interests of New Jersey in providing a forum for the litigation are of such magnitude as to outweigh the burden on the nonresident defendant of coming here to defend. Under such a balancing approach, New Jersey courts have extended jurisdiction in circumstances where, despite the absence of any demonstrable connection of the nonresident defendant with the forum state, policy considerations persuaded the court to strike the balance in favor of providing a forum for the litigation. For instance, where a transaction implicates a regulatory policy of this state, New Jersey may be deemed to have a “special interest” in the transaction justifying the imposition of jurisdiction on a nonresident defendant who had had the slightest contact here. J. W. Sparks & Co. v. Gallos, 47 N. J. 295, 303 (1966) (purchase and sale of securities) -;
[I]t is a mistake to assume that this trend heralds the eventual demise oí all restrictions on the personal jurisdiction of state courts. See Vanderbilt v. Vanderbilt, 354 U. S. 416, 418, 77 S. Ct. 1360, 1 L. Ed. 2d 1456, 1459. Those restrictions are more than a guarantee of immunity from inconvenient or distant litigation. They are a consequence of territorial limitations on the power of the respective States. However minimal the burden of defending in a foreign tribunal, a defendant may not be called upon to do so unless he has had the “minimal contacts” with that State that are a prerequisite to its exercise of power over him.
[Hanson v. Deckla, 357 U. S. 235, 251, 78 S. Ct. 1228, 1238, 2 L. Ed. 2d 1283, 1296 (1958).]
An issue which may be resolved only by resort to principles of “fair play and substantial justice” inherently calls for a highly subjective exercise. If this defendant, through its representatives, had entered New Jersey or if it had any additional contacts other than this single “economic” one,
Finally, inasmuch as I find it indistinguishable from this ease, I would overrule Resin Research, Lab., Inc. v. Gemini Roller Corp., 105 N. J. Super. 401 (App. Div. 1969).
I vote to reverse and reinstate the trial court’s judgment in favor of defendant.
For affirmance — Chief Justice Hughes and Justices Mountain, Sullivan, Pashman, Schreiber and Handler — 6.
For reversal — Justice Clieeobb — 1.
Altbough transactions in securities are broadly regulated by various Federal enactments, e.g., 15 U. S. C. § 77a et seq.; 15 U. S. C. § 78a et seq., there remains a residue of state regulation as found in the Uniform Securities Law. N. J. S. A. 49:3-47 et seq.; cf. 15 U. S. C. § 78bb(a).
To the extent that the underlying dispute involves a price modification, implicating factual issues that may be resolved only on the basis of testimony of witnesses located in both New Jersey and Pennsylvania, New Jersey cannot be said to be the more convenient forum for the litigation. See McGee v. International Life Ins. Co., 355 U. S. 220, 223, 78 S. Ct. 199, 201, 2 L. Ed. 2d 223, 226 (1957).
Since the issue was never raised by the parties and is therefore not properly before the Court, see Dresner v. Carrara, 69 N. J. 237, 243 (1976), I express no opinion regarding the burdens and impediments on interstate commerce which might result from the imposition of jurisdiction on a corporation whose sole contacts with a forum state are “economic” in nature. See Erlanger Mills v. Cohoes Fibre Mills, 239 F. 2d 502, 507 (4th Cir. 1956); Developments in the Law, State Court Jurisdiction, 73 Harv. L. Rev. 909, 983-87 (1960).
Opinion of the Court
The judgment is affirmed substantially for the reasons expressed in the opinion of the Appellate Division.
Reference
- Full Case Name
- Elizabeth Iron Works, Inc., Plaintiff-Respondent, v. Kevon Construction Corp., Defendant-Appellant
- Cited By
- 8 cases
- Status
- Published