What is “regularly conduct[ing] business” for the purposes of venue in Pennsylvania?

When filing a lawsuit in Pennsylvania state court, it is important to consider in what county to file the lawsuit. Under the Pennsylvania Rules of Civil Procedure (Rule 2179), a lawsuit against a business can be brought in a county where a corporation (or similar entity) “regularly conducts business.” Whether a corporation regularly conducts business in a specific county is often a subject of hot dispute. Below is a portion of a brief that I recently filed on behalf of a plaintiff on this issue.

When challenging venue, a defendant has a heavy burden. The plaintiff’s choice of forum is given great weight, and “a defendant has the burden in asserting a challenge to the plaintiff’s choice of venue.” Shears v. Rigley, 623 A.2d 821, 824 (Pa.Super. 1993). Preliminary objections raising issues of venue cannot be determined on the basis of pleadings alone. Chester Upland School Dist. v. Yescavage, 653 A.2d. 1319, 1325 (Pa.Cmmwlth. 1993); Acme v. Dunkirk, 2000 Phila.Ct.Com.Pl. LEXIS 49 at 6-7. The moving party has the responsibility of providing evidence supporting its challenge to venue. Acme v. Dunkirk, 2000 Phila.Ct.Com.Pl. LEXIS 49 at 8-9. Gale v. Mercy Catholic Medical Center, 698 A.2d 647, 651 (Pa.Super. 1997).

When the moving defendant produces no evidence in support of contention that venue is improper, and the Plaintiff produces evidence demonstrating that venue is proper, the court may overrule the preliminary objections. Gale, 698 A.2d at 651.

When determining whether a defendant regularly conducts business in a county under Rule 2179, courts look to the quality and quantity of its business contacts in that county. Masel v. Glassman, 689 A.2d 314, 317 (1997).

The quality of the acts must directly further or be essential to the corporate objects. Canter v. American Honda Motor Corp., 426 Pa. 38, 42 (1967). Acts are considered essential if a business could not exist without them. Zampana-Barry v. Donaghue, 921 A.2d 500, 506 (Pa.Super. 2007) (finding that a law firm cannot exist unless it performs legal services, and legal services are therefore essential to the corporate objects).

The quantity of acts must sufficient to be characterized as general or habitual. Canter, 426 Pa. at 42. Courts have consistently held that even a small amount of business activity in a county is sufficient to create venue. “Regularly” in Rule 2179 does not mean “principally.” Id. at 43. Even if activities in a county make up a small percentage of a business’ total activities, they may still be “regular.” Id. (citing Smerk v. Philadelphia Suburban Transportation Company, 13 Pa.C.&C.2d 454 (1958)).

It has therefore been held that:

  • When only one to two percent of a car dealer’s business consisted of demonstrating cars and consummating sales in Philadelphia, venue in Philadelphia was appropriate. Canter v. American Honda Motor Corp., 426 Pa. 38 (1967).
  • When a law firm received three to five percent of its income from cases in Philadelphia County, venue was appropriate in Philadelphia. Zampana-Barry v. Donaghue, 921 A.2d 500 (Pa.Super. 2007).
  • When five to ten percent of a taxicab company’s business consisted of picking up passengers in Montgomery County and dropping them off in Philadelphia County, venue in Philadelphia was appropriate. Monaco v. Montgomery Cab Company, 417 Pa. 135 (1964).

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