Does Merger Into a Licensed Foreign Corporation Relieve from Financial Obligations and Taxes ?
In Dixie Dinettes v. Schaller's Furniture (71 Misc 2d 102, 335 NYS2d 632 ) the Kings County Civil Court found that a foreign corporation's merger into a licensed foreign corporation did not relieve it from obligations imposed by statute barring access to court by a corporation which has not paid all fees, penalties and franchise taxes.
The court wrote:
"Our examination of the authorities revealed no reported cases which relieve a foreign corporation, doing business here, from the inaccessibility to our courts without proof of payment of such taxes, fees, et cetera even though that corporation has made delivery of the goods to the defendant and may be otherwise entitled to recover." (Id. at 104; see Plasticrete Corp. v. Nuovo Corp., 59 Misc 2d 1097, 301 NYS2d 272 .)