MR. Justice Blatchford,
after stating the case .as. above reportedj delivered the opinion of the court.
The defendant claims here the. benefit of the Fourteenth Amendment, and a question has occurred as to whether the record presents that point for our review. There being no pleadings, the obvious place to look for the claim would be the . agreed statement of facts. But all that is there said is, that the defendant insists that the statute is "unconstitutional and void and not a legitimate exercise of legislative power." The question was considered, in both the Supreme Court and the Court of Appeals, as to the validity of the statute, under the Constitution of New York, as being a law made to depend for its operation on the legislation of a foreign state, and thus an illegitimate exercise of legislative power. This contention is fairly within the words of the agreed statement, and, if it depended-wholly on that statement to determine whether the record raises a Federal question, some doubt might exist. But in view of what was said in Murdock v. Memphis, 20 Wall. 590, 633, in Gross v. United States Mortgage Co., 108 U. S. 477, and in Adams County v. Burlington & Missouri Railroad Co., 112 U. S. 123, we think that we are at liberty to look into the-opinion of the Court of Appeals^ a copy of which, duly authenticated by the proper officer, is transmitted to us with the record, in compliance with our 8th Buie, for the purpose of aiding in determining what was decided by that court. From that opinion it appears that the court not only decided against the defendant all the questions other than Federal which were raised, including two under the Constitution of New York, but also decided against it the Federal question referred to. If the court had decided in its favor any one of the other questions wdiich went to the whole cause of action, there would have been no necessity for considering the Federal question. But as it was, the decision'of that question became necessary to the disposition of the case, and was fully considered, not sua sgoonte, but as a point presented by the defendant.
The provision of the Fourteenth Amendment, which went into effect in July, 1868, is, that no State shall " deny to any person within its jurisdiction the equal protection of the laws." The first question which arises is, whether this coi'poration ivas a person within the jurisdiction of the State of New York, Avith reference to the subject of controversy and Avithin the meaning of the Amendment.
The defendant, on the assumption that if it was Avithin the jurisdiction of the State of Ne>v Yoik, it was, though a foreign corporation, "a person," and so entitled to the benefit of the Amendment, contends that it was within such jurisdiction. The argument is, that-it established an agency within the State in 1872, which it had ever since maintained; that it complied, from year to year, with all the requirements and conditions imposed by the laws of the State on foreign fire insurance companies doing business in the State; that it received from year to year certificates of authority from the Superintendent of the Insurance Department, as provided by statute; that, under those circumstances, it was legally within the State and within its jurisdiction; that, being in the State, by permission of the State, continuously from 1872 to. 1882, the State imposed on it, while there, in 1882, an unequal and unlawful burden; and that the New York Act of 1865' did not come into effect as to Pennsylvania corporations until the Pennsylvania Act of 1878 was passed, at which time the defendant had already been a year in the State.
But we are unable to take that view of the case. In Paul v. Virginia, 8 Wall. 168, at December Term, 1868, a statute of Yirginia required that every insurance company not incorporated by Yirginia should, as a condition of carrying on business in Yirginia, deposit securities with the State treasurer, and afterwards obtain a license; and another statute made it a penal offence for a person to act in Yirginia as agent - for an insurance company not incorporated by Yirginia, without such license. A person having acted as such agent without a license, and been convicted and fined under the statute, this Court held that there had been no violation of that clause of Article 4, § 2, of the Constitution of the United States which provides that " the citizens of each State shall be entitled to all privileges and immunities of citizens in the several' States;" nor any violation of the clause in Article 1, § 8, giving power to Congress "to regulate commerce with foreign nations and among the several States." ' The view announced was, that corporations are not citizens within the clause first cited, on the ground that the privileges and immunities secured to the citizens of each State in the several States, are those which are common to the citizens of the latter States, under tbeir Constitutions and laws, by virtue of their being citizens; and that, as a corporation created by a- State is a mere creation of local law, even the recognition of its existence by other States, and the - enforcement of its contracts made therein, depend purely on the comity of those States —a comity which is never extended where the existence of the cor- , poration or the exercise of its powers is "prejudicial to their interests or repugnant to their, policy." And the court, speaking by Mr. Justice Field, said: "Having no absolute right of recognition in other States, but depending for such recognition and the enforcement ,of its contracts upon their assent, it follows,. as a matter of course, -that' such assent may be granted upon, such terms- -and conditions as those States may think proper to impose. They may exclude the foreign corporation entirely, they may restrict its business to particular localities, or they may exact such security for the performance- of its contracts with their citizens as in their judgment will best promote the public interest. The whole matter rests in their discretion." As to the power of Congress to regulate commerce among the several States, the court said, that while the power conferred included commerce carried on by corporations as well as that carried on by individuals, " issuing a' policy of insurance is not a transaction of commerce." This decision only followed the principles laid down in the earlier cases of Bank of Augusta v. Earle, 13 Pet. 519, 588, and Lafayette Ins. Co. v. French, 18 How. 404.
The same rulings were followed in Ducat v. Chicago, 10 Wall. 410, where it was said that the power of a State to discriminate between her own corporations and those of other States desirous of transacting business within her jurisdiction being clearly established, it belonged to the State to determine as to the nature or degree of discrimination, "subject only to such limitations on her sovereignty as may be found in the fundamental law of the Hnion."
Other cases to the same effect are Liverpool Ins. Co. v. Massachusetts, 10 Wall. 566; Doyle v. Continental Ins. Co., 94 U. S. 535; and Cooper M'fg Co. v. Ferguson, 113 U. S. 727.
As early as 1853, the State of New York, by a statute,'c. 466, required of every fire insurance company incorporated by any other State or any foreign government, as a prerequisite to doing business in the State, that it should file an appointment of an attorney on whom process'was to be served, 'and a statement of its .pecuniary condition, and procure from a designated public officer a certificate of authority stating' that the company had complied with all the requisitions of the statute, ' and also required the renewal from year to year of the state-ment and evidence of investments; and provided that such1, public officer, on being satisfied that the capital of the company and its securities and in vestments-remained secure, should furnish a renewal of the certificate of authority. A violation of the provisions was made a penal offence. This act, with immaterial amendments, is- still in force.
This Pennsylvania corporation came into the State of New York to do business by the consent of the State, under this Act of 1853, with a license granted for a year, and has received such license annually, to run for a year. It is within the State for any given year under such license, and subjéct to the conditions prescribed by statute. The State, having the power to exclude entirely, has the power to change the conditions of admission at any time, for the future, and to impose as a condition the payment of a hew tax, or a further tax, as a license fee. If it imposes such license, fee as a prerequisite for the future, the foreign corporation, until it pays such licensé fee, is not admitted within the State or within its jurisdiction. It is outside, at the threshold, seeking admission, with consent not yet given. The Act of 1865 had been passed when the corporation first established an agency in the State. The amend-mént of 1875 changed the Act- of 1865 only by giving to the superintendent the power of remitting the fees and charges required to be collected by then existing laws. Therefore, the corporation was at all times, after 1812, subject, as a prerequisite to its power to do business in New York, to the same license fee its own. State might thereafter impose on New York companies doing business in Pennsylvania. By going into the State of New York in 1872, it assented to such prerequisite as a. condition of its admission within' the jurisdiction of New York. It could not be of right within such jurisdiction, until it should receive the consent of the State to its entrance therein under the new provisions, and such consent, could not be given until the tax, as a license fee for the future, should be pa id.
It is not to be implied, from anything we have said, that the power of a. State to exclude a foreign corporation from doing business within its limits is to be regarded as extending to an interference with the transaction of. commerce between that State and other States by a corporation created by one of such other States.
Judgment affirmed.