General Rule - Exclusions

General rule -- Without excluding other activities that may not constitute doing business in this Commonwealth, a foreign business corporation shall not be considered to be doing business in this Commonwealth for the purposes of this subchapter by reason of carrying on in this Commonwealth any one or more of the following acts:

  • Maintaining or defending any action or administrative or arbitration proceeding or effecting the settlement thereof or the settlement of claims or disputes.
  • Holding meetings of its directors or shareholders or carrying on other activities concerning its internal affairs.
  • Maintaining bank accounts.
  • Maintaining offices or agencies for the transfer, exchange and registration of its securities or appointing and maintaining trustees or depositaries with relation to its securities.
  • Effecting sales through independent contractors.
  • Soliciting or procuring orders, whether by mail or through employees or agents or otherwise, and maintaining offices therefor, where the orders require acceptance without this Commonwealth before becoming binding contracts.
  • Creating as borrower or lender, acquiring or incurring, obligations or mortgages or other security interest in real or personal property.
  • Securing or collecting debts or enforcing any rights in property securing them.
  • Transacting any business in interstate or foreign commerce.
  • Conducting an isolated transaction completed within a period of 30 days and not in the course of a number of repeated transactions of like nature.
  • Inspecting, appraising and acquiring real estate and mortgages and other liens thereon and personal property and security interests therein, and holding, leasing, conveying and transferring them, as fiduciary or otherwise.

Exceptions--The specification of activities in subsection (a) does not establish a standard for activities that may subject a foreign business corporation to:

  • Service of process under any statute or general rule.
  • Taxation by the Commonwealth or any political subdivision thereof.

Modified Date: 09/03/2009 09:02 AM