within the county, city, district, or residing there, or because the county. Southern Ry. Co. v. Wells, 103 Ga. 209, 29 S. E. 714. Under the statutes the city court of Topeka had jurisdiction exclusive of justices of the peace of the county outside of Topeka if "any defendant resides in such city." Where the suit is against a corporation with its general office in Topeka, the justice had no jurisdiction. H. Parker Grain Co. v. Chicago, R. I. & P. Ry. Co., 70 Kan. 168, 78 Pac. 406. But where only a station was maintained in that city and the general office in Kansas was in another county, the justice had jurisdiction on proper service being had. Robinson v. Missouri Pac. R. Co., 67 Kan. 278, 72 Pac. 854. As to municipal court of Boston, see Potter v. Lapointe Mach. Tool Co., 201 Mass. 557, 88 N. E. 418. Railroad corporation is a resident in any county where it passes and has an agent for service (1 Wagn. St. 394, §§ 26, 28). Slavens v. South. Pac. R. Co., 51 Mo. 308. The New York municipal court has no jurisdiction over foreign corporations which do not have an office in the city (statutes construed). Sommese v. Florence Distilling Co., 56 N. Y. Misc. 670, 107 N. Y. Supp. 630; Epstein v. S. Weisberger Co., 52 N. Y. Misc. 572, 102 N. Y. Supp. 488. Operating a railroad in part within a municipal court district constitutes a residence there within Code Civ. Proc. 341. New York v. Union Ry. Co., 31 N. Y. Misc. 451, 64 N. Y. Supp. 483. Having a railroad line in the county makes it an inhabitant. Sherwood v. Saratoga & W. R. Co., 15 Barb. (N. Y.) 650. Sufficiency of evidence of place of residence. Livermore & Knight Co. v. American Darracq Automobile Co., 96 N. Y. Supp. 1024. Principal place of business of a religious corporation is where its office is, and not where its church is. St. Michael's Protestant Episcopal Church v. Behrens, 13 Daly (N. Y.) 548. Buffalo municipal court, having same jurisdiction as justices' courts in towns, could not entertain suit against domestic corporation with no place of business in the county (statutes construed). Revere Rubber Co. v. Genesee Valley Blue Stone Co., 20 N. Y. App. Div. 166, 46 N. Y. Supp. 989. The county court of Albany has no jurisdiction over a domestic corporation operating through that county but having its principal place of business in New York county. Heenan v. New York, W. S. & B. Ry. Co., 34 Hun (N. Y.) 602, 1 How. Pr. (N. S.) 53. Justice in Albany county could not serve corporation of Saratoga merely because secretary lived in Albany. Perry v. Round Lake Camp Meeting Ass'n, 22 Hun (N. Y.) 293. The city court of Brooklyn having jurisdiction "where any of the defendants shall reside or be personally served within the said city" (Laws 1870, c. 470) has no jurisdiction thereby over corporations. Davidsburgh v. Knickerbocker Life Ins. Co., 90 N. Y. 526. A ferry company with one terminal of its line in Brooklyn and an office there is established there, even if also established in New York where the principal office is, and the Brooklyn city court has jurisdiction of an action against it. Crofut v. Brooklyn Ferry Co., 36 Barb. (N. Y.) 201. Corporation must have place of business in Brooklyn. Brauneck v. Knickerbocker Life Ins. Co., 1 Abb. N. Cas. (N. Y.) 393. cause of action is localized there or arose there,94 or where the judgment demanded is for money only.95 The service must be strictly according to the statutory method in all substantial matters,96 and every other prerequisite must exist.97 § 2969. Original, exclusive and ancillary jurisdiction. In addition to the original general jurisdiction of the superior courts of first instance, which does not depend on the corporate character of the party or parties, the supreme courts of appeal in the various states sometimes have an original jurisdiction of certain actions against corporations, especially banking and railroad corporations and others whose operations are supposed to affect the general public. As to this original jurisdiction the constitutions and statutes of the various states must be consulted. It is improper to do more in this connection than to suggest that among such suits are injunction, mandamus and quo warranto suits covered by the prerogative jurisdiction of such courts, or by special statutes, and insolvency and dissolution suits. against banks and other corporations, and suits under the various antitrust and antimonopoly statutes.98 A state owned corporation, being a party, does not confer on the Supreme Court of the United States exclusive or any original jurisdiction as in a case where "a state shall be party.' "'99 A superior jurisdiction made special and limited to ad 66 An insurance company doing business and having its office in Charleston resides" there within the statute giving jurisdiction to the city court. Cromwell's Ex'rs v. Charleston Insurance & Trust Co., 2 Rich. L. (S. C.) 512. 94 Justice has jurisdiction of domestic corporation sued for money either in county of principal office or where cause of action arose, provided service can there be had. Joseph Speidel Grocery Co. v. Warder, 56 W. Va. 602, 49 S. E. 534. 95 Action in tort for money damages is one which "demands judg ment for a sum of money only" (Code Civ. Proc. § 315) and may be entertained by city court of New York. Mulligan v. New York & Q. C. R. R., 89 N. Y. Supp. 288. 96 See § 2989, infra. IV Priv. Corp.-61 motion and notice against debtors of a dissolved bank is given, a certificate of trustees required by the statute is essential to jurisdiction. Crawford v. Planters' & Merchants' Bank, 6 Ala. 289. 98 See chapters herein treating of those actions, infra. The statutory original jurisdiction of the supreme court in equity over corporations originally restricted to Philadelphia was extended throughout the state by Act of June 16, 1836. Hottenstein v. Clement, 3 Grant (Pa.) 316. 99 See U. S. Const. Art. III, § 2, par. 2, also Amendment XI. The statute is now Judicial Code, § 233, formerly Rev. St. § 687. Even if the state is a corporation the circuit court jurisdiction is not ousted in favor of the supreme court. Bank of United States v. Planters' versary actions, i. e., those "against" the corporation, excludes those which are not technically "against" it, such as dissolution suits.1 And one expressly for enforcement of a contract for sale of a canal does not extend to a tort action for not managing the property as agreed.2 3 Jurisdiction of any ancillary proceeding follows and is supported by that of the federal courts in the main proceeding, and while, a like rule in favor of the state applies, it does not follow that a suit founded on a state judgment is ancillary to the action in which judgment was rendered. There is nothing about this rule except its applications that is of interest here, and the cases cited are illustrative of others which might be cited.5 A federal bill to wind up the corporation is exclusive of a state bill thereafter to appoint a trustee if it would interfere with complete justice in the federal court, but even where the federal jurisdiction is reserved by decree it does not prevent the state courts from taking jurisdiction of the corporation in a matter that does not trench on the subject reserved.7 Bank, 9 Wheat. (U. S.) 904, 6 L. Ed. 244. 1 The superior courts in New York have jurisdiction only of actions "against" subsisting corporations, and cannot entertain suit for dissolution, which involves visitorial powers. A portion of the prayer for recovery of a demand will, however, retain such an action. Brahe v. Pythagoras Ass'n, 11 How. Pr. (N. Y.) 44. 2 A special and exclusive jurisdiction in the circuit court of Richmond of "all suits necessary for the enforcement of the contract" (sections 3 and 4 of Acts 1878-79, p. 119, authorizing sale of the James River and Kanawha Canal) includes only the said contract of sale and not a tort action for injury against a remote purchaser which failed in a devolved duty. Chesapeake & O. Ry. Co. v. Jennings, 98 Va. 70, 34 S. E. 986. ment for a railroad granted over said land with a reserved right of way for a wagon road. Ferguson v. Omaha & S. W. R. Co., 227 Fed. 513. 4 A suit to correct mistake in a judgment is not ancillary to the state suit in which judgment was rendered, if the relief is only such as can be had by original bill grounded on mistake. Pelzer Mfg. Co. v. HamburgBremen Fire Ins. Co., 62 Fed. 1. 5 Consult general works on Courts and Jurisdiction. 6 On a bill in the federal court to wind up a corporation and protect its bondholders, the jurisdiction to do complete justice will enable it to remove a trustee appointed by a state chancery court after the bill was filed. State Nat. Bank of Denison v. Syndicate Co. of Eureka Springs, Arkansas, 178 Fed. 359. 7 The reserved jurisdiction of a federal court to settle liens and pri orities on a foreclosure of a railroad was not encroached on by a state suit to compel the corporate successor to perform a contract duty to keep shops and offices as previously located by 3 Hence having had jurisdiction of a foreclosure suit it may entertain a suit to enforce the purchaser's title by settling a dispute as to an ease [§ 2970 § 2970. Removal of cause to federal court-In general. While it is impossible to include in the present chapter a treatise on removal of causes, it is necessary to go into it enough to consider fully the jurisdiction of courts over actions with corporate parties. Removals from state to federal courts were early provided for by congress and are now regulated by the Judicial Code, the most material part of which is quoted below. It will be noticed that in the first two clauses it is the suit that is to be removed because of a federal jurisdiction pervading the whole suit. In the third clause the suit is made removable because it contains two or more separable controversies, one of which is between citizens of diverse states. In the fourth clause if a suit contains a controversy between citizens of different states 8 The removal sections are now found in Judicial Code, §§ 28-39 of which 28, 30-34 define the grounds for removal. Section 28 is the only one that needs comment or quotation. It provides in its first clause that "suits" involving a federal question can be removed "by the defendant or defendants therein" to the district court. The identical language of section 24 is repeated in describing a federal question. Section 28 then continues as follows: "Any other suit of a civil nature at law or in equity, of which the district courts of the United States are given jurisdiction by this title may be re * * moved into the district court of the United States for the proper district by the defendant or defendants therein, being nonresidents of that state. And when in any suit mentioned in this section there shall be a controversy which is wholly between citizens of different states, and which can be fully determined as between them, then either one or more of the defendants actually interested in such controversy may remove such suit into the district court of the United States for the proper district. And where * * a suit is now pending, or may here- the suit may be removed on application of any defendant on the ground of prejudice and local influence. Under all of these grounds and occasions for removal it is expressly required that the subjectmatter be or embrace that which is within the jurisdiction of the national courts. The first clause is predicated on a federal question, the second on "any other given jurisdiction," the third and fourth on jurisdiction because of a "controversy between citizens." Separableness of the controversy or the existence of prejudice is a cause for removal but not a ground of jurisdiction; 10 and the jurisdiction also depends on whether it was begun in a county which could have had jurisdiction.11 Nothing in the statutes distinguishes a corporation from any other suitor or defendant so far as removal is concerned, yet perhaps the majority of removal cases have a corporate party. Most of these cannot properly be cited here without making this a commentary on removal of causes, which it does not pretend to be. They cannot be cited because the points of the decision turned on nothing peculiar to corporations. But in deciding who are "citizens" or in what states the party or parties are "resident,” also in distinguishing a "suit" from the "controversy" thereby presented, it becomes necessary to consider the nature of the corporation, its domicile or citizenship, and the distinctness of its rights in controversy from those of its officers or stockholders or other persons; and these are the most vital and ramifying of corporate questions, all fully treated in their proper places. 12 Only a party can claim the 9 The separate controversy clause applies only when there are two or more controversies in one suit, and not when the controversy is joint and jurisdiction is founded either on a federal question or on the other grounds mentioned. Chicago, R. I. & P. R. Co. v. Martin, 178 U. S. 245, 44 L. Ed. 1055. 10 Prejudice or local influence is not an independent ground of jurisdiction but only a ground of removal where jurisdiction otherwise exists. Cochran v. Montgomery County, 199 U. S. 260, 50 L. Ed. 182, 4 Ann. Cas. 451, and even on a showing of it the case must be remanded if a ground of federal jurisdiction does not exist. 11 Although no Kentucky court falls within the terms of Ky. Civ. Code Pr. § 73, prescribing where action against a railroad for personal injury must be brought, if the railroad passes into Kentucky some county has jurisdiction; and accordingly in a removed case jurisdiction depends on whether action was begun in the right county in Kentucky. Fisher v. Cleveland, C., C. & St. L. Ry. Co., 169 Fed. 956. In those states where the jurisdiction of the cause as well as of the parties depends on the suit's having been brought in the right county (see § 2978, infra) this is an important factor. 12 See Chap. 1, supra, as to nature of corporation and distinctness of corporate entity; also Chap. 13 on Citizenship, Domicile, etc., supra; also Chap. 42 on Officers, supra; and chapter on Stock and Stockholders, infra. |