## Facts

- Susan Cohn allegedly suffered a stroke after using an oral contraceptive manufactured by G.D. Searle & Company, an out-of-state pharmaceutical corporation.
- Susan and Walter Cohn sued Searle in New Jersey.
- New Jersey provided a two-year limitations period for the personal-injury claims, but tolled limitations against a foreign corporation not “represented” in New Jersey by an officer or agent upon whom process could be served.
- Searle was served under New Jersey’s long-arm procedures and removed the case to federal court.
- Searle sought summary judgment as time-barred; the Cohns responded that the tolling statute suspended the limitations period because Searle lacked an in-state representative for service.

## Issues

1. Whether New Jersey’s tolling statute for actions against unrepresented foreign corporations violates the Equal Protection Clause of the Fourteenth Amendment.
2. Whether the tolling statute violates the Commerce Clause by burdening interstate commerce, and whether that issue was properly addressed on the record.

## Decision

- The Supreme Court held that the tolling statute does not violate equal protection under rational-basis review.
- The Court reasoned that, even with long-arm jurisdiction, suing and serving an unrepresented foreign corporation can remain more difficult than suing a domestic corporation or a foreign corporation with an in-state representative.
- Because the lower courts had not directly addressed the Commerce Clause issue and state-law ambiguity affected that question, the Court vacated the court of appeals’ judgment and remanded for further proceedings on the Commerce Clause issue.
- Justice Stevens dissented.

## Legal Principles

- A statutory classification survives equal protection review if any reasonably conceivable state of facts provides a rational basis for the classification.
- Classifications based on corporate presence/representation for service of process are reviewed under rational-basis scrutiny absent a suspect class or fundamental right.
- A state may rationally toll limitations against unrepresented foreign corporations to account for practical and administrative difficulties in locating and serving them, even where long-arm service is available.
- When potentially dispositive constitutional questions (such as Commerce Clause challenges) were not addressed below and are affected by unresolved questions of state-law meaning, vacatur and remand is an appropriate disposition.

## Conclusion

The Court upheld New Jersey’s tolling scheme for unrepresented foreign corporations against an equal protection challenge because service and identification difficulties can rationally justify extra time to sue, but it vacated and remanded for consideration of the unresolved Commerce Clause challenge in light of unsettled state-law questions.


G.D. Searle & Co. v. Cohn, 455 U.S. 404 (1982)