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Statutes » New York » BSC Law » Article 13

N.Y. BSC Law § 1312

This is the official text of N.Y. BSC Law § 1312, part of New York’s BSC Law — part of the compiled statutory law of New York, published by the state as "BSC Law." Browse the sections below, each linked to its official government source.

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Actions or special proceedings by unauthorized foreign corporations

Official statutory text

§ 1312. Actions or special proceedings by unauthorized foreign\n corporations.\n (a) A foreign corporation doing business in this state without\nauthority shall not maintain any action or special proceeding in this\nstate unless and until such corporation has been authorized to do\nbusiness in this state and it has paid to the state all fees and taxes\nimposed under the tax law or any related statute, as defined in section\neighteen hundred of such law, as well as penalties and interest charges\nrelated thereto, accrued against the corporation. This prohibition shall\napply to any successor in interest of such foreign corporation.\n (b) The failure of a foreign corporation to obtain authority to do\nbusiness in this state shall not impair the validity of any contract or\nact of the foreign corporation or the right of any other party to the\ncontract to maintain any action or special proceeding thereon, and shall\nnot prevent the foreign corporation from defending any action or special\nproceeding in this state.\n

Status: in_force · Read it on the official government site

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About this page: Statute text is reproduced from official government publishers via the Open US Law dataset (Vaquill AI, snapshot v2026.08, CC BY 4.0). Primary legislative text like this is public domain under the government-edicts doctrine (Georgia v. Public.Resource.Org, 2020). We link every section back to its official source so you can verify it independently.