A. A. Sutain, Limited v. Montgomery Ward & Co

In A. A. Sutain, Limited v. Montgomery Ward & Co. (22 AD2d 607 [1st Dept 1965]), the trial court granted plaintiffs motion to amend the caption of the action to indicate that the name of the plaintiff was "A. A. Sutain, Ltd." instead of" A. A. Sutain, Inc." This amendment, which had the effect merely of correcting a mistake in the designation of plaintiffs name, did not result in any change in parties or in the status of the pleadings. During the trial, the president of the plaintiff corporation testified that the corporation had been dissolved in 1956. The president also testified that the corporation was engaged in business in 1960 and that the dissolution by the Secretary of State occurred through a mistake in the crediting to another corporation of the taxes paid by plaintiff; that this was cleared up. Essentially, "the corporation was always in existence. It still is in existence today." Under the circumstances, since "the defendant contracted and dealt with the plaintiff as if it were a duly existing entity . . . the defendant was estopped from questioning plaintiff's existence and its capacity as such to make the contract which was the subject of the suit."