FOREIGN CORPORATION. One created by or under the laws of any other state or government.
A corporation is a person in most senses and for most purposes of legal administra tion, and for the purposes of determining the jurisdiction of the federal courts it is a citi zen, but it is not such in the sense that a nat ural person Is one, and hence for most pur poses corporations are "foreign" as between the states. As to whether they are citizens or persons, see those titles.
"A corporation can have no legal existence out of the boundaries of the sovereignty by which it is created. It exists only in contem plation of law, and by force of the law, and where that law ceases to operate, and is no longer obligatory, the corporation can have no existence. It must dwell in the place of its creation, and cannot migrate to another sovereignty ;" Taney, C. J., in Bank of Au gusta v. Earle, 13 Pet. (U. S.) 519, 10 L.•Ed. 274 ; Rece v. Newport News Co., 32 W. Va. 164, 9 S. E. 212, 3 L. R. A. 572. It may con tract in other states within the scope of its own powers and subject, to the laws of the lex loci contractus or the lex loci solutionis, as the case may be, as nature) persons may contract where they do not reside. "And what greater objection can there be to the capacity of an artificial person, by its agents, to make a contract within the scope of its limited powers, in a sovereignty In which it does not reside, provided such contracts are permissible by the law of the place?" Bank of Kentucky v. Bank, 1 Pars. Eq. Cas. (Pa.) 180, 225. See Bard v. Poole, 12 N. Y. 495; Connecticut Mut. Life Ins. Co. v. Cross, 18 Wis. 109. In the absence of proof, the valid ity of such contracts is presumed ; Boulware v. Davis, 90 Ala. 207, 8 South. 84, 9 L. R. A. 601; Wood Hydraulic Hose Min. Co. v. King, 45 Ga. 34 ; New York Floating Derrick Co. v. Oil Co., 3 Duer (N. Y.) 648. Unless ex pressly forbidden to do so a corporation may acquire rights of contract and property in a foreign jurisdiction; Mulford Co. v. Curry, 163 Cal.' 276, 125 Pac. 236; private corpora tions will be permitted to transact in other states the business authorized by the state of their creation ; State v. Water Co., 61 Kan. 547, 60 Pac. 337; subject to any limitations imposed by express legislation; Chicago Ti tle & Trust Co. v. Bashford, 120 Wis. 281, 97 N. W. 940; American Waterworks Co. v. Trust Co., 73 Fed. 956, 20 C. C. A. 133 ; or to the laws and policy of the state in which it does business ; Hyde v. Scott, 75 Misc. 487, 133 N. Y. Supp. 904.
"Every power, however, which a corpora tion exercises in another state, depends for its validity upon the laws of the sovereignty in which it Is exercised, and a Corporation can make no valid contract without their sanction, express or implied:" Taney, C. J., in Bank of Augusta v. Earle, 13 Pet. (U. S.) 519, 588, 10 L. Ed. 274; any other exercise of power by It rests absolutely upon the doc trine of comity ; id.; State v. Packing Co., 110 La. 180, 34 South. 368, 98 Am. St. Rep. 459 ; State v. Telephone & Telegraph Co., 114 Tenn. 194, 86 S. W. 390; Chapman v. Cash Register Co., 32 Tex. Civ. App. 76, 73 S. W. 969; In re Willmer's Estate, 153 App. Div. 804, 138 N. Y. Supp. 649; Model Heating Co. v. Magarity, 1 Boyce (Del.) 240, 75 AU. 614; and is subject to the laws and regula Lions, process and remedial jurisdiction of the state of business or temporary domicil ; Clark v. R. Co., 81 Me. 477, 17 Ati. 497; Aus tin v. R. Co., 25 N. J. L. 381; Riddle v. R. Co., 39 Fed. 290; Attorney General v. Min. Co., 99 Mass. 148, 96 Am. Dec. 717 ; People v. R. R. of New Jersey, 48 Barb. (N. Y.) 478 ; this comity stops short of permission to exer cise any powers in excess either of the pow ers of domestic corporations of the same class; Demarest v. Flack, 128 N. Y. 205, 28 N. E. 645, 13 L. R. A. 854 ; Clarke v. Bank ing Co. of Georgia, 50 Fed. 338, 15 L. R. A. 683 ; 33 Am. & Eng. Corp. Cas. 15, 16 ; or of the powers authorized' by its own charter ; Talmadge v. Transp. Co., 3 Head. (Tenn.) 337; Diamond Match Co. v. Reg. of Deeds, 51 Mich. 145, 16 N. W. 314. Whatever lim itations a state statute may impose upon a foreign corporation's liberty of contracting, whatever its discriminations, they become conditions of the permission to do business in the state and such conditions were accepted with the permit; Waters-Pierce Oil Co. v. Texas, 177 U. S. 28, 20 Sup. Ct. 518, 44 L. Ed. 657; New York Life Ins. Co. v. Cravens, 178 U. S. 389, 20 Sup. Ct. 962, 44 L. Ed. 1116 ; Orient Ins. Co. v. Daggs, 172 U. S. 557, 19 Sup. Ct. 281, 43 L. Ed. 552, affirming Morse v. City of Westport, 136 Mo. 282, 37 S. W. 932. So a telegraph company incorporated in Maryland, whose operations were by its char ter limited to that state was refused, by the Delaware courts, a mandamus to compel a telephone company to furnish to it a tele phone in aid of its business in Delaware ; Baltimore & 0. Telegraph Co. of Baltimore City v. Telegraph & Telephone Co., 7 Houst. (Del.) 269, 31 Atl. 714.