Tanner Lynn, Respondent,

This opinion is nonprecedential except as provided by
Minn. R. Civ. App. P. 136.01, subd. 1(c).

STATE OF MINNESOTA
IN COURT OF APPEALS
A24-1449

Tanner Lynn,
Respondent,

vs.

BNSF Railway Company,
Appellant.

Filed July 7, 2025
Affirmed
Larson, Judge

Hennepin County District Court
File No. 27-CV-23-17523

Christopher J. Moreland, MSB Employment Justice, LLP, Minneapolis, Minnesota; and

Paula M. Jossart, Jossart Law Office, LLC, Burnsville, Minnesota (for respondent)

Charles E. Spevacek, Julia J. Nierengarten, Meagher & Geer, PLLP, Minneapolis,
Minnesota (for appellant)

Considered and decided by Larkin, Presiding Judge; Larson, Judge; and Bentley,
Judge.
NONPRECEDENTIAL OPINION
LARSON, Judge
In this lawsuit arising from a railroad worker’s injury in South Dakota, appellant
BNSF Railway Company contests a district court decision to deny its motion to dismiss
for lack of personal jurisdiction under Minn. R. Civ. P. 12.02(b), arguing the ruling violates
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the federal constitution. First, BNSF argues the district court’s exercise of personal
jurisdiction violates the Due Process Clause of the Fourteenth Amendment. Second, BNSF
argues the exercise of personal jurisdiction violates the dormant Commerce Clause.
Because binding Minnesota Supreme Court precedent allows Minnesota courts to exercise
personal jurisdiction in this case, we conclude the district court properly denied BNSF’s
motion to dismiss.
FACTS
In November 2023, respondent Tanner Lynn sued BNSF in Hennepin County,
Minnesota. Lynn, an Iowa resident, alleged the following facts in his complaint. BNSF is
a railway company that operates “an interstate system of railroads in and through several
states, including Hennepin County and the State of Minnesota.” BNSF employed Lynn as
a conductor and brakeman. Lynn’s managers worked in the Twin Cities division and
supervised Lynn’s work. In December 2022, Lynn was operating a plow car near Colton,
South Dakota. The plow car hit “a massive ice wall[,] causing it to derail off the tracks
and flip onto its side.” As a result, Lynn was “thrown from his seat” and “suffered severe
and permanent injuries.” Lynn alleged two causes of action: (1) negligence under the
Federal Employers’ Liability Act (FELA), 45 U.S.C. §§ 51-60 (2018) and (2) violation of
workplace safety standards under 49 C.F.R. §§ 214.513, .518 (2024).
BNSF moved to dismiss for lack of personal jurisdiction under Minn. R. Civ.
P. 12.02(b). BNSF argued that dismissal was appropriate because the injury occurred in
South Dakota and its activities in Minnesota were insufficient to justify the exercise of
personal jurisdiction in state court under the Due Process Clause. Alternatively, BNSF
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argued that the exercise of personal jurisdiction violated the dormant Commerce Clause.
In an attached declaration, BNSF’s Director of Compliance stated that: (1) BNSF is
incorporated in Delaware and its principal place of business is in Texas; ( 2) although
“BNSF owns 1,489 miles of track in Minnesota,” only 4.6% of its total track mileage is
located in the state; and (3) although “BNSF employs approximately 1,800 people in
Minnesota,” that number only constitutes 5% of its workforce.
Lynn opposed the motion. For support, he provided documentation of BNSF’s
corporate registration in Minnesota and the Minnesota Department of Transportation’s
2015 “State Rail Plan. ” The registration documents showed that, through its corporate
predecessors, BNSF first registered as a non-resident business corporation in Minnesota in
1970. Except for a two-month period in 2007, BNSF remained registered in Minnesota for
55 years. The State Rail Plan stated that BNSF “is the dominant railroad in Minnesota,”
even though “its operations [here] constitute only a small part of its total network and
revenue.”
The district court issued an order denying BNSF’s motion to dismiss. First, the
district court determined that, consistent with the Due Process Clause, BNSF consented to
personal jurisdiction when it registered an agent to accept service of process under Minn.
Stat. § 303.06 (2024). Second, it determined that consent to personal jurisdiction under
section 303.06 did not violate the dormant Commerce Clause, emphasizing that, in addition
to having a registered agent, “BNSF owns 1,469 miles of railroad track and employs
approximately 1,800 people in Minnesota.” In resolving both arguments, the district court
relied on precedent from the Minnesota Supreme Court: Rykoff-Sexton, Inc. v. American
4
Appraisal Associates, Inc., 469 N.W.2d 88 (Minn. 1991) (Due Process Clause); Erving v.
Chicago & N orthwestern Railway Co., 214 N.W. 12 (Minn. 1927) (dormant Commerce
Clause).
BNSF appeals.
DECISION
BNSF challenges the district court’s decision to deny its motion to dismiss for lack
of personal jurisdiction. Personal jurisdiction is a “court’s power to exercise control over
the parties.” Leroy v. Great W. United Corp., 443 U.S. 173, 180 (1979). “Whether
personal jurisdiction exists is a question of law which we review de novo.” Juelich v.
Yamazaki Mazak Optonics Corp., 682 N.W.2d 565, 569 (Minn. 2004). In doing so, we
“take the factual allegations in the complaint as true, and view the facts in the light most
favorable to the plaintiff.” State by Ellison v. HavenBrook Homes, LLC, 996 N.W.2d 12,
22 (Minn. App. 2023) (citation omitted), rev. denied (Minn. Jan. 16, 2024). But where,
like here, the defendant provides evidence in addition to the allegations in the complaint,
the “plaintiff ‘cannot rely on general statements for a prima facie showing of personal
jurisdiction,’” and must instead allege specific evidence. Id. (quoting Rilley v.
MoneyMutual LLC, 884 N.W.2d 321, 334-35 (Minn. 2016)). Once “a plaintiff alleges
specific evidence using supporting documentation, that evidence is taken as true.” Id.
Substantively, BNSF challenges past Minnesota Supreme Court precedent
interpreting section 303.06, or similar statutes, to confer personal jurisdiction upon a non-
resident corporation registered to do business in the state. Section 303.06, subdivision 1(4),
provides:
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In order to procure a certificate of authority to transact
business in this state, a foreign corporation shall make
application therefor to the secretary of state, which
application shall set forth . . . that it irrevocably
consents to the service of process upon it as set forth in
section 5.25, or any amendment thereto[.]

BNSF raises challenges under both the Due Process Clause and the dormant Commerce
Clause. We address each challenge in turn.
I.
BNSF first argues that exercising personal jurisdiction in this case violates the Due
Process Clause, asking this court to conclude the United States Supreme Court has
overruled the Minnesota Supreme Court’s decision in Rykoff-Sexton.
The requirement for personal jurisdiction flows from the Due Process Clause of the
Fourteenth Amendment. Ins. Corp. of Ir., Ltd. v. Compagnie des Bauxites de Guinee, 456
U.S. 694, 702 (1982). Consistent with due process, a state may exercise personal
jurisdiction over a non -resident defendant in three situations. The first two, collectively
discussed as having “minimum contacts” with the forum, are called general and specific
personal jurisdiction.
1 See Int’l Shoe Co. v. Washington, 326 U.S. 310, 316 (1945);
Goodyear Dunlop Tires Operations, S.A. v. Brown, 564 U.S. 915, 923-25 (2011); Rykoff-
Sexton, 469 N.W.2d at 90. General personal jurisdiction means a defendant’s “operations

1 The Minnesota legislature enacted a long-arm statute “designed . . . to extend . . . personal
jurisdiction . . . as far as the Due Process Clause . . . allows.” Valspar Corp. v. Lukken
Color Corp., 495 N.W.2d 408, 410 (Minn. 1992); see also Minn. Stat. § 543.19 (2024)
(long-arm statute). We need only resort to analysis under Minnesota’s long-arm statute
when addressing “extraterritorial service of process,” as opposed to circumstances where
a defendant agrees to accept service of process in the forum. See Rykoff-Sexton, 469
N.W.2d at 90.
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within a state are so substantial and of such a nature as to justify suit against it on causes
of action arising from dealings entirely distinct from those activities.” Goodyear, 564 U.S.
at 924 (quotation omitted). For a corporation, general personal jurisdiction usually exists
in its “place of incorporation, [or] principal place of business.” Id. Specific personal
jurisdiction occurs when the defendant’s activities in the forum are “single or occasional,”
but the lawsuit “arises out of or relates to the defendant’s contacts with the forum.” Id. at
923-24 (quotation omitted). The third means by which a state may exercise personal
jurisdiction over a non -resident defendant is consent jurisdiction, meaning the defendant
has consented to suit in the state. See Mallory v. Norfolk S. Ry. Co., 600 U.S. 122, 134-36
(2023).
Fundamentally, BNSF argues that recent United States Supreme Court precedent
overruled the Minnesota Supreme Court’s decision in Rykoff-Sexton that a non-resident
corporation consents to personal jurisdiction in Minnesota when it “i rrevocably consents
to the service of process” under section 303.06. See 469 N.W.2d at 89-90. In Rykoff-
Sexton, a non- resident corporation argued that it did not consent to personal jurisdiction
when it consented to service of process under section 303.06. Id. at 90. The Minnesota
Supreme Court disagreed, noting the “well-established . . . principle that a state may exact
from the non-resident, as a condition of performing some activity in the state, consent to
personal jurisdiction.” Id. The Minnesota Supreme Court noted its prior precedent that
non-resident “corporations were subject to suit in Minnesota if they could be reached by
process, regardless of where the cause of action arose.” Id. (citing Erving, 214 N.W. at
12). Accordingly, the Minnesota Supreme Court concluded that because the non -resident
7
corporation had “irrevocably consented to service of process by registering an agent [under
section 303.06], it ha[d] consented to personal jurisdiction.” Id.
BNSF first argues the United States Supreme Court overruled Rykoff-Sexton in
Mallory. There, the United States Supreme Court considered “whether the Due Process
Clause . . . prohibits a State from requiring [a non-resident] corporation to consent to
personal jurisdiction to do business [in the state].” 600 U.S. at 127. Specifically, the
United States Supreme Court evaluated whether a Pennsylvania corporate-registration
statute that required a non-resident corporation “to appear in its courts on ‘any cause of
action’ against [it]” comported with due process. Id. (quoting 42 Pa. Cons. Stat.
§ 5301(a)(2)(i), (b) (2019)). The United States Supreme Court determined its prior
decision in Pennsylvania Fire Insurance Co . of Philadelphia v. Gold Issue Mining &
Milling Co., 243 U.S. 93 (1917), controlled the outcome. Id. at 134.
In Pennsylvania Fire, a non-resident insurance corporation argued that it had not
consented to personal jurisdiction in Missouri, despite its compliance with a Missouri
statute that conditioned its right to do business in the state on filing a power of attorney
allowing a designated state official to accept service of process on its behalf, with such
service being “deemed personal service upon the company.” 243 U.S. at 94. The United
States Supreme Court determined that personal jurisdiction under the Missouri statute
comported with due process, concluding “the Missouri statute . . . hardly leaves a
constitutional question open” because the “power of attorney . . . made service on the
[designated state official] the equivalent of personal service.” Id. at 95. As such, the non-
8
resident corporation was not deprived of due process because it consented to personal
jurisdiction in Missouri. Id.
Applying this precedent a century later, the United States Supreme Court held that
the Pennsylvania corporate-registration statute in Mallory also comported with due
process. 600 U.S. at 134-36. The United States Supreme Court noted that the Pennsylvania
corporate-registration statute was “explicit that ‘qualification as a foreign corporation’
shall permit state courts to ‘exercise general personal jurisdiction’ over a registered foreign
corporation.” Id. at 134 (quoting 42 Pa. Cons. Stat. § 5301(a)(2)(i)). As such, the United
States Supreme Court reaffirmed the existence of consent jurisdiction and concluded that
a non-resident corporation’s right to due process is not violated where the state requires
consent to personal jurisdiction in order to conduct business in the state. See id. at 134-36.
We, therefore, conclude that Mallory did not overrule Rykoff-Sexton.
BNSF disagrees on the basis that, unlike the statute in Mallory, section 303.06 does
not explicitly say anything about personal jurisdiction, only service of process. Compare
42 Pa. Cons. Stat. § 5301(a)(2)(i) (stating that “[i]ncorporation under or qualification as a
foreign corporation under [state law]” permits state tribunals “to exercise general personal
jurisdiction” over the corporation), with Minn. Stat. § 303.06 (“In order to procure a
certificate of authority to transact business in this state, a foreign corporation shall . . . set
forth . . . that it irrevocably consents to the service of process upon it[.]”). But the precedent
relied upon in Mallory—Pennsylvania Fire —applied a Missouri statute substantially
similar to section 303.06. The Missouri statute required a non-resident insurance
corporation to grant a “power of attorney . . . appointing [a designated state official] . . .
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[to] receive service of process,” which functioned as “service upon [the] company, so long
as it [had] any . . . liabilities outstanding in this state.” Gold Issue Mining & Milling Co.
v. Pa. Fire Ins. Co. of Phila., 184 S.W. 999, 1003 (Mo. 1916) (quoting Mo. Rev. Stat.
§ 7042 (1909)); see also Pa. Fire, 243 U.S. at 94 (citing Mo. Rev. Stat. § 7042 (1909)).
And the United States Supreme Court determined that the exercise of personal jurisdiction
under the Missouri statute did not violate due process because the corporation consented
to suit in the forum when it consented to service of process. See Pa. Fire, 243 U.S. at 95.
Thus, under Pennsylvania Fire, it is immaterial that section 303.06 does not explicitly use
the words “personal jurisdiction.”
BNSF makes a related argument that Mallory narrowed the scope of the statutory
language that permissibly creates consent jurisdiction. This argument is contradicted by
Mallory itself, wherein the United States Supreme Court said: “[N]either Pennsylvania
Fire, nor our later decisions applying it, nor our precedents approving other forms of
consent to personal jurisdiction have ever imposed some sort of ‘magic words’
requirement.” 600 U.S. at 136 n.5.
2
BNSF also argues the United States Supreme Court’s further development of the
law as it relates to “ minimum contacts” jurisprudence overruled traditional consent

2 We further note that, as a factual matter, this case strongly resembles Mallory. There, the
non-resident corporation had been registered and “agreed to be found in Pennsylvania and
answer any suit there for more than 20 years.” 600 U.S. at 135. BNSF has been registered
as a non-resident business corporation since 1970. And the Minnesota Supreme Court
published Rykoff-Sexton in 1991. With one minor exception, BNSF has remained
registered in Minnesota despite the Minnesota Supreme Court’s decision in Rykoff-Sexton.
Therefore, like in Mallory, the sheer longevity of BNSF’s registration in Minnesota
supports the conclusion that it consented to personal jurisdiction.
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jurisdiction and, therefore, Rykoff-Sexton. See Goodyear, 564 U.S. at 923-31; Daimler AG
v. Bauman, 571 U.S. 117, 125 -42 (2014); BNSF Ry. Co. v. Tyrrell, 581 U.S. 402, 412-15
(2017). But the United States Supreme Court flatly rejected that contention in Mallory.
See 600 U.S. at 136 (disagreeing that “intervening decisions from this Court had ‘implicitly
overruled’ Pennsylvania Fire”).
For these reasons, we conclude the United States Supreme Court has not overruled
Rykoff-Sexton. We, like the district court, are bound by Rykoff -Sexton. See Jackson v.
Options Residential, Inc., 896 N.W.2d 549, 553 (Minn. App. 2017) (noting that we are
bound by prior Minnesota Supreme Court decisions). And under Rykoff-Sexton, BNSF
consented to personal jurisdiction in Minnesota when it “irrevocably consent[ed] to the
service of process” under section 303.06. Because consent jurisdiction in this context
comports with the Due Process Clause, the district court correctly denied BNSF’s motion
to dismiss.
II.
BNSF alternatively argues that section 303.06—to the extent it authorizes the
exercise of personal jurisdiction in this case— violates the dormant Commerce Clause. The
purpose of the dormant Commerce Clause is to prohibit states from pursuing ‘“economic
isolation’ by placing ‘burdens on the flow of commerce across its borders that commerce
wholly within those borders would not bear.”’ Minn. Sands, LLC v. County of Winona ,
940 N.W.2d 183, 193 (Minn. 2020) (quoting Okla. Tax Comm’n v. Jefferson Lines, Inc.,
514 U.S. 175, 179-80 (1995)).
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The primary authority BNSF relies upon is Justice Alito’s concurrence in Mallory.3
See 600 U.S. at 150-63 (Alito, J., concurring in part and concurring in the judgment).
There, Justice Alito asserted that “there [was] a good prospect that Pennsylvania’s assertion
of jurisdiction here—over an out -of-state company in a suit brought by an out-of- state
plaintiff on claims wholly unrelated to Pennsylvania—violate[d] the Commerce Clause.”
Id. at 160. Justice Alito contended that the statute, at a minimum, placed a “‘significant
burden’ on interstate commerce by ‘[r]equiring a foreign corporation . . . to defend itself
with reference to all transactions,’ including those with no forum connection.” Id. at 161
(quoting Bendix Autolite Corp. v. Midwesco Enterprises, Inc., 486 U.S. 888, 893 (1988)).
Justice Alito stressed that he was “hard- pressed to identify any legitimate local interest”
that would support the breadth of personal jurisdiction that the corporate-registration
statute conferred. Id. at 162. For support, Justice Alito relied on a prior United States
Supreme Court decision arising out of Minnesota: Davis v. Farmers’ Co-operative Equity
Co., 262 U.S. 312 (1923). Id. at 159-61.
In Davis, a plaintiff sued a Kansas railroad corporation in Minnesota. 262 U.S. at
314. Although the corporation maintained “an agent for solicitation of traffic,” it did not

3 We note that modern precedent uses three parts to assess whether a law violates the
dormant Commerce Clause: (1) whether the “law discriminates on its face against
interstate commerce”; (2) whether “the law discriminates against interstate commerce on
the basis of either discriminatory purpose or discriminatory effect”; or (3) whether “a state
law that regulates evenhandedly, and imposes only incidental burdens on interstate
commerce” is “clearly excessive in relation to . . . putative local benefits.” Minn. Sands,
940 N.W.2d at 193 -94 (quotations omitted). BNSF did not explain in its brief how its
dormant Commerce Clause theory fits into the modern test. But, as set forth below, we are
bound by Minnesota Supreme Court precedent that allows us to dispose of BNSF’s
arguments in this case.
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“own or operate any railroad in Minnesota.” Id. A Minnesota statute then in effect
compelled “every foreign interstate carrier to submit to suit . . . as a condition of
maintaining a soliciting agent within the state.” Id. at 315. On appeal, the United States
Supreme Court determined the Minnesota statute violated the Commerce Clause. Id. at
316-17. The United States Supreme Court reasoned that the
orderly[,] effective administration of justice clearly does not
require that a foreign carrier shall submit to a suit in a state in
which the cause of action did not arise, in which the transaction
giving rise to it was not entered upon, in which the carrier
neither owns nor operates a railroad, and in which the plaintiff
does not reside.

Id. at 317. Therefore, “[b]y requiring from interstate carriers general submission to suit, it
unreasonably obstruct[ed], and unduly burden[ed], interstate commerce.” Id.
Following Davis, the Minnesota Supreme Court evaluated a statute substantially
similar to section 303.06 under the dormant Commerce Clause. See Erving, 214 N.W. at
12. Like section 303.06, the statute required “[e]very foreign corporation[,] . . . in order to
transact business in this state, to appoint, in writing, an agent duly authorized to accept
service of process and upon whom service of process may be had.” Id. (citing Minn. Gen.
Stat. § 7493 (1923)). The non-resident plaintiff, who was injured in Illinois, filed a
Minnesota lawsuit against “a railroad corporation organized under the laws of Illinois,
Wisconsin, and Michigan.” Id. On appeal to the Minnesota Supreme Court, the railroad
corporation argued that personal jurisdiction under the statute unduly burdened interstate
commerce. Id. at 13. Distinguishing Davis, the Minnesota Supreme Court rejected the
railroad corporation’s argument, reasoning:
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Where a foreign corporation is so extensively carrying on its
business in the state, owning therein 650 miles of tracks with
its usual equipment in charge of its officials and agents, have a
designated agent upon which service may be made, as well as
subjecting itself to the general law for service on local agents—
it being amenable to such law—it should not be held that it can
escape the local courts on the claim that the suit imposes an
undue burden to interstate commerce.

Id. at 14.
The Minnesota Supreme Court also distinguished Davis in State ex rel. Schendel v.
District Court of Lyon County, 194 N.W. 780, 783-84 (Minn. 1923). Like Lynn in this
case, the non-resident plaintiff filed a FELA lawsuit in Minnesota against a non-resident
railroad corporation for injuries arising in a neighboring state. See Schendel, 194 N.W. at
781. The operative FELA provision at issue in Schendel remains substantively unchanged
today: A plaintiff may file a lawsuit
in a district court of the United States, in the district of the
residence of the defendant, or in which the cause of action
arose, or in which the defendant shall be doing business at the
time of commencing such action. The jurisdiction of the courts
of the United States . . . shall be concurrent with that of the
courts of the several States.

45 U.S.C. § 56 (emphasis added); see also Schendel, 194 N.W. at 781 (providing nearly
identical language from predecessor statute). The Minnesota Supreme Court concluded
that personal jurisdiction over the railroad corporation did not obstruct interstate commerce
because Congress had exercised its authority to regulate interstate commerce by permitting

14
claims in state courts “wherein the carrier does business.”4 Schendel, 194 N.W. at 783-84.
The Minnesota Supreme Court also noted that the railroad corporation was “an important
part of the [state’s] railroad community.” Id. at 783.
We conclude that Erving and Schendel control the outcome in this case and cannot
be overruled by the Mallory concurrence. Like the non-resident corporations in both cases,
BNSF has extensive business in Minnesota. Erving, 214 N.W. at 14; Schendel, 194 N.W.
at 783. BNSF owns 1,489 miles of railroad track and employs approximately 1,800 people
in the state. Moreover, like in Erving, BNSF consented to service of process in Minnesota
under state statute. 214 N.W. at 12. And like in Schendel, BNSF is defending itself from
a claim under FELA. 194 N.W. at 781. Because BNSF is “doing business” in Minnesota,
FELA permits suit in Minnesota state court. See 45 U.S.C § 56; Schendel, 194 N.W. at
783-84. Under these conditions, “it should not be held that [BNSF] can escape the local
courts on the claim that the suit imposes an undue burden to interstate commerce.” See
Erving, 214 N.W. at 14 . We conclude that section 303.06, by authorizing the exercise of

4 The United States Supreme Court itself has stated:
The specific declaration in [FELA] that the United States
courts should have concurrent jurisdiction with those of the
several states . . . point[s] clearly to the conclusion that
Congress has exercised its authority over interstate commerce
to the extent of permitting suits in state courts, despite the
incidental burden, where process may be obtained on a
defendant, not merely soliciting business but actually carrying
on railroading by operating trains and maintaining traffic
offices within the territory of the court’s jurisdiction.

Miles v. Ill. Cent. R.R. Co., 315 U.S. 698, 702 (1942).
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personal jurisdiction in this case, does not violate the dormant Commerce Clause and the
district court properly denied BNSF’s motion to dismiss on this basis.
Affirmed.