Does a Delinquent Corporation Have No Legal Status and Existence Until It Is Reinstated ?
In De George v. Yusko (169 AD2d 865, 866-867 [3d Dept 1991]), it was held that in "New York, a corporation, during its delinquency and until it receives retroactive de jure status, is essentially legally dead and has no de facto existence."
In Lorisa Capital Corp. v. Gallo (119 AD2d 99, 110-111 [2d Dept 1986]), it was held that "a delinquent corporation may not avail itself of the de facto doctrine to preclude third parties from challenging its capacity to sue.
Moreover, a corporation's de jure existence is removed for the very purpose of securing compliance with the tax statute.
Recognition of de facto status would directly subvert the effectiveness of the sanctions for franchise tax delinquency, removing all incentive for a dissolved corporation to seek reinstatement." (See also Italian Mosaic & Marble Co. v. City of Niagara Falls, 131 Misc 281 [Sup Ct, Niagara County 1928] [holding that a nonqualified foreign corporation may not have filed an enforceable lien with respect to a public improvement]; Berkshire Eng'g Corp. v. Scott-Paine, 29 Misc 2d 1010 [Columbia County Ct 1961].)