INTRODUCTION :: Few would claim that the requirements for personal jurisdiction in federal courts, along with those for venue, are simple to understand with unambiguous definitions and clear concepts. To make matters more complex, certain areas of the law have specific venue and personal jurisdiction requirements. Often, the statutory jurisdiction and venue provisions will contain broad powers, like worldwide service of process. The interaction between these specific statutory provisions and the traditional requirements is often confusing and leads one to question whether the statutes supplement, override, or alter prior jurisdictional requirements.
Antitrust is one area of law where Congress provided specific statutory venue and jurisdiction provisions for corporate defendants. Section 12 of the Clayton Act authorizes special venue and service of process provisions for all antitrust plaintiffs against corporate defendants. Specifically, section 12 states:
Any suit, action, or proceeding under the antitrust laws against a corporation may be brought not only in the judicial district whereof it is an inhabitant, but also in any district wherein it may be found or transacts business; and all process in such cases may be served in the district of which it is an inhabitant, or wherever it may be found.
The first clause of section 12 establishes the venue requirements for corporate antitrust defendants; the second clause allows worldwide service of process. Given that a federal court may exercise personal jurisdiction over a defendant when service of process is authorized by a federal statute, 8 section 12 appears to authorize personal jurisdiction for antitrust defendants in virtually any district court of the United States.
Not all courts share this broad interpretation of section 12. While constitutional boundaries to jurisdiction remain, the federal circuits are divided on whether the section 12 venue clause is a further restriction to invoking worldwide service of process in corporate antitrust suits. Some circuits hold the venue provision is a prerequisite to worldwide service of process because of the words “in such cases.” Other courts find the venue language to be supplementary to existing general provisions and no additional restriction to worldwide service of process.
What difference could these competing interpretations have on antitrust defendants? The answer: a big difference. Under the narrow interpretation, defendants can be sued only using the more restrictive venue requirements found in section 12. Under the broad interpretation, courts may exercise jurisdiction and venue over a defendant if they meet the more liberal constitutional due process requirements, creating few limitations on bringing an antitrust suit. Courts following the broad interpretation justify their opinions through congressional history and antitrust public policy. Courts that narrowly interpret the venue statute rely heavily on prior dicta and the plain meaning of the language. Foreign defendants face even fewer restrictions because the power of 28 U.S.C. § 1391(d) typically overrides all other venue statutes and allows suit anywhere in the United States, subject to the typically lenient national minimum contacts restrictions.
This Note attempts to decipher the conflicting court decisions surrounding the topic of antitrust service of process and to offer guidance as to where suits could be brought for corporate defendants facing antitrust violations. In addition, this Note argues for the broad interpretation of section 12 of the Clayton Act for a more efficient and equitable application of the antitrust laws. Part II of this Note summarizes the existing venue and personal jurisdiction requirements, and describes how the federal courts treat statutes altering these requirements. Part III recounts the debate among the federal circuits on whether section 12 should be interpreted broadly, or whether it should remain restricted. Part IV explains the effects of the two interpretations on domestic corporate defendants, and provides rationales offered by the courts for both the broad and narrow interpretations. The same issues are then analyzed with additional considerations for foreign corporate defendants. Finally, this Note argues for the broadest possible interpretation of section 12 for both domestic and foreign corporate defendants. Notwithstanding future legislative clarification, federal courts must adopt a uniform, preferably broad, interpretation of section 12 for antitrust claims to be equitably enforced among all corporate defendants.
March 2015, Vol. 67, No. 2
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