reglab/housing_qa huggingface dataset:
IA Code § 490.1423 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1423 - Appeal from denial of reinstatement.

490.1423 Appeal from denial of reinstatement.   1. If the secretary of state denies a corporation’s application for reinstatement following administrative dissolution, the secretary of state shall serve the corporation under section 490.504 with a written notice that explains the reason or reasons for denial.   2. The corporation may appeal the denial of reinstatement to the district court within thirty days after service of the notice of denial is perfected. The corporation appeals by petitioning the court to set aside the dissolution and attaching to the petition copies of the secretary of state’s certificate of dissolution, the corporation’s application for reinstatement, and the secretary of state’s notice of denial.   3. The court may summarily order the secretary of state to reinstate the dissolved corporation or may take other action the court considers appropriate.   4. The court’s final decision may be appealed as in other civil proceedings.  89 Acts, ch 288, §155
IA Code § 490.1430 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1430 - Grounds for judicial dissolution.

490.1430 Grounds for judicial dissolution.   1. The district court may dissolve a corporation in any of the following ways:   a. A proceeding by the attorney general, if it is established that any of the following apply:   (1) The corporation obtained its articles of incorporation through fraud.   (2) The corporation has continued to exceed or abuse the authority conferred upon it by law.   b. A proceeding by a shareholder if it is established that any of the following conditions exist:   (1) The directors are deadlocked in the management of the corporate affairs, the shareholders are unable to break the deadlock, and either irreparable injury to the corporation is threatened or being suffered, or the business and affairs of the corporation can no longer be conducted to the advantage of the shareholders generally, because of the deadlock.   (2) The directors or those in control of the corporation have acted, are acting, or will act in a manner that is illegal, oppressive, or fraudulent.   (3) The shareholders are deadlocked in voting power and have failed, for a period that includes at least two consecutive annual meeting dates, to elect successors to directors whose terms have expired.   (4) The corporate assets are being misapplied or wasted.   c. A proceeding by a creditor if it is established that any of the following apply:   (1) The creditor’s claim has been reduced to judgment, the execution on the judgment returned unsatisfied, and the corporation is insolvent.   (2) The corporation has admitted in writing that the creditor’s claim is due and owing and the corporation is insolvent.   d. A proceeding by the corporation to have its voluntary dissolution continued under court supervision.   e. A proceeding by a shareholder if the corporation has abandoned its business and has failed within a reasonable time to liquidate and distribute its assets and dissolve.   2. Subsection 1, paragraph “b”, shall not apply in the case of a corporation that, on the date of the filing of the proceeding, has shares which are any of the following:   a. Listed on the New York stock exchange, the American stock exchange, or on any exchange owned or operated by the NASDAQ stock market, l.l.c., or listed or quoted on a system owned or operated by the national association of securities dealers, inc.   b. Not so listed or quoted, but are held by at least three hundred shareholders and the shares outstanding have a market value of at least twenty million dollars, exclusive of the value of such shares held by the corporation’s subsidiaries, senior executives, directors, and beneficial shareholders owning more than ten percent of such shares.   3. As used in this section, “beneficial shareholder” has the meaning specified in section 490.1301, subsection 2.  89 Acts, ch 288, §156; 2013 Acts, ch 31, §68, 82  Referred to in §490.304, 490.1431, 490.1433, 490.1434
IA Code § 490.1431 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1431 - Procedure for judicial dissolution.

490.1431 Procedure for judicial dissolution.   1. Venue for a proceeding by the attorney general to dissolve a corporation lies in Polk county. Venue for a proceeding brought by any other party named in section 490.1430 lies in the county where a corporation’s principal office or, if none in this state, its registered office is or was last located.   2. It is not necessary to make shareholders parties to a proceeding to dissolve a corporation unless relief is sought against them individually.   3. A court in a proceeding brought to dissolve a corporation may issue injunctions, appoint a receiver or custodian pendente lite with all powers and duties the court directs, take other action required to preserve the corporate assets wherever located, and carry on the business of the corporation until a full hearing can be held.   4. Within ten days of the commencement of a proceeding to dissolve a corporation under section 490.1430, subsection 1, paragraph “b”, the corporation must send to all shareholders, other than the petitioner, a notice stating that the shareholders are entitled to avoid the dissolution of the corporation by electing to purchase the petitioner’s shares under section 490.1434, and a copy of section 490.1434.  89 Acts, ch 288, §157; 2002 Acts, ch 1154, §97, 125; 2013 Acts, ch 31, §69, 82
IA Code § 490.1432 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1432 - Receivership or custodianship.

490.1432 Receivership or custodianship.   1. Unless an election to purchase has been filed under section 490.1434, a court in a judicial proceeding brought to dissolve a corporation may appoint one or more receivers to wind up and liquidate, or one or more custodians to manage, the business and affairs of the corporation. The court shall hold a hearing, after notifying all parties to the proceeding and any interested persons designated by the court, before appointing a receiver or custodian. The court appointing a receiver or custodian has jurisdiction over the corporation and all its property wherever located.   2. The court may appoint an individual or a domestic or foreign corporation authorized to transact business in this state as a receiver or custodian. The court may require the receiver or custodian to post bond, with or without sureties, in an amount the court directs.   3. The court shall describe the powers and duties of the receiver or custodian in its appointing order, which may be amended from time to time. Among other powers:   a. The receiver may do either or both of the following:   (1) Dispose of all or any part of the assets of the corporation wherever located, at a public or private sale, if authorized by the court.   (2) Sue and defend in the receiver’s own name as receiver of the corporation in all courts of this state.   b. The custodian may exercise all of the powers of the corporation, through or in place of its board of directors or officers, to the extent necessary to manage the affairs of the corporation in the best interests of its shareholders and creditors.   4. The court during a receivership may redesignate the receiver a custodian, and during a custodianship may redesignate the custodian a receiver, if doing so is in the best interests of the corporation, its shareholders, and creditors.   5. The court from time to time during the receivership or custodianship may order compensation paid and expenses paid or reimbursed to the receiver or custodian from the assets of the corporation or proceeds from the sale of the assets.  89 Acts, ch 288, §158; 2013 Acts, ch 31, §70, 82
IA Code § 490.1433 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1433 - Decree of dissolution.

490.1433 Decree of dissolution.   1. If after a hearing the court determines that one or more grounds for judicial dissolution described in section 490.1430 exist, it may enter a decree dissolving the corporation and specifying the effective date of the dissolution, and the clerk of the court shall deliver a certified copy of the decree to the secretary of state, who shall file it.   2. After entering the decree of dissolution, the court shall direct the winding up and liquidation of the corporation’s business and affairs in accordance with section 490.1405 and the notification of claimants in accordance with sections 490.1406 and 490.1407.  89 Acts, ch 288, §159  Referred to in §602.8102(68)
IA Code § 490.1440 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1440 - Deposit with state treasurer.

490.1440 Deposit with state treasurer.   Assets of a dissolved corporation that should be transferred to a creditor, claimant, or shareholder of the corporation who cannot be found or who is not competent to receive them shall be reduced to cash and deposited with the treasurer of state or other appropriate state official for safekeeping. When the creditor, claimant, or shareholder furnishes satisfactory proof of entitlement to the amount deposited, the treasurer of state or other appropriate state official shall pay the creditor, claimant, or shareholder or that person’s representative that amount.  89 Acts, ch 288, §160  Referred to in §489.1112, 524.1305, 524.1310, 533.404, 556.6
IA Code § 490.1441 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1441 - Reserved.

490.1441 Reserved. Reserved.
IA Code § 490.1442 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1442 - Reserved.

490.1442 Reserved. Reserved.
IA Code § 490.1443 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1443 - Reserved.

490.1443 Reserved. Reserved.
IA Code § 490.1444 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1444 - Reserved.

490.1444 Reserved. Reserved.
IA Code § 490.1445 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1445 - Reserved.

490.1445 Reserved. Reserved.
IA Code § 490.1446 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1446 - Reserved.

490.1446 Reserved. Reserved.
IA Code § 490.1447 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1447 - Reserved.

490.1447 Reserved. Reserved.
IA Code § 490.1448 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1448 - Reserved.

490.1448 Reserved. Reserved.
IA Code § 490.1449 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1449 - Reserved.

490.1449 Reserved. Reserved.
IA Code § 490.1450 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1450 - Reserved.

490.1450 Reserved. Reserved.
IA Code § 490.1451 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1451 - Reserved.

490.1451 Reserved. Reserved.
IA Code § 490.1452 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1452 - Reserved.

490.1452 Reserved. Reserved.
IA Code § 490.1453 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1453 - Reserved.

490.1453 Reserved. Reserved.
IA Code § 490.1454 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1454 - Reserved.

490.1454 Reserved. Reserved.
IA Code § 490.1455 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1455 - Reserved.

490.1455 Reserved. Reserved.
IA Code § 490.1456 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1456 - Reserved.

490.1456 Reserved. Reserved.
IA Code § 490.1457 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1457 - Reserved.

490.1457 Reserved. Reserved.
IA Code § 490.1458 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1458 - Reserved.

490.1458 Reserved. Reserved.
IA Code § 490.1459 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1459 - Reserved.

490.1459 Reserved. Reserved.
IA Code § 490.1460 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1460 - Reserved.

490.1460 Reserved. Reserved.
IA Code § 490.1461 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1461 - Reserved.

490.1461 Reserved. Reserved.
IA Code § 490.1462 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1462 - Reserved.

490.1462 Reserved. Reserved.
IA Code § 490.1463 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1463 - Reserved.

490.1463 Reserved. Reserved.
IA Code § 490.1464 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1464 - Reserved.

490.1464 Reserved. Reserved.
IA Code § 490.1465 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1465 - Reserved.

490.1465 Reserved. Reserved.
IA Code § 490.1466 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1466 - Reserved.

490.1466 Reserved. Reserved.
IA Code § 490.1467 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1467 - Reserved.

490.1467 Reserved. Reserved.
IA Code § 490.1468 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1468 - Reserved.

490.1468 Reserved. Reserved.
IA Code § 490.1469 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1469 - Reserved.

490.1469 Reserved. Reserved.
IA Code § 490.1470 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1470 - Reserved.

490.1470 Reserved. Reserved.
IA Code § 490.1471 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1471 - Reserved.

490.1471 Reserved. Reserved.
IA Code § 490.1472 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1472 - Reserved.

490.1472 Reserved. Reserved.
IA Code § 490.1473 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1473 - Reserved.

490.1473 Reserved. Reserved.
IA Code § 490.1474 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1474 - Reserved.

490.1474 Reserved. Reserved.
IA Code § 490.1475 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1475 - Reserved.

490.1475 Reserved. Reserved.
IA Code § 490.1476 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1476 - Reserved.

490.1476 Reserved. Reserved.
IA Code § 490.1477 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1477 - Reserved.

490.1477 Reserved. Reserved.
IA Code § 490.1478 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1478 - Reserved.

490.1478 Reserved. Reserved.
IA Code § 490.1479 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1479 - Reserved.

490.1479 Reserved. Reserved.
IA Code § 490.1480 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1480 - Reserved.

490.1480 Reserved. Reserved.
IA Code § 490.1481 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1481 - Reserved.

490.1481 Reserved. Reserved.
IA Code § 490.1482 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1482 - Reserved.

490.1482 Reserved. Reserved.
IA Code § 490.1483 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1483 - Reserved.

490.1483 Reserved. Reserved.
IA Code § 490.1484 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1484 - Reserved.

490.1484 Reserved. Reserved.
IA Code § 490.1485 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1485 - Reserved.

490.1485 Reserved. Reserved.
IA Code § 490.1486 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1486 - Reserved.

490.1486 Reserved. Reserved.
IA Code § 490.1487 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1487 - Reserved.

490.1487 Reserved. Reserved.
IA Code § 490.1488 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1488 - Reserved.

490.1488 Reserved. Reserved.
IA Code § 490.1489 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1489 - Reserved.

490.1489 Reserved. Reserved.
IA Code § 490.1490 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1490 - Reserved.

490.1490 Reserved. Reserved.
IA Code § 490.1491 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1491 - Reserved.

490.1491 Reserved. Reserved.
IA Code § 490.1492 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1492 - Reserved.

490.1492 Reserved. Reserved.
IA Code § 490.1493 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1493 - Reserved.

490.1493 Reserved. Reserved.
IA Code § 490.1494 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1494 - Reserved.

490.1494 Reserved. Reserved.
IA Code § 490.1495 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1495 - Reserved.

490.1495 Reserved. Reserved.
IA Code § 490.1496 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1496 - Reserved.

490.1496 Reserved. Reserved.
IA Code § 490.1497 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1497 - Reserved.

490.1497 Reserved. Reserved.
IA Code § 490.1498 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1498 - Reserved.

490.1498 Reserved. Reserved.
IA Code § 490.1499 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1499 - Reserved.

490.1499 Reserved. Reserved.
IA Code § 490.1500 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1500 - Reserved.

490.1500 Reserved. Reserved.
IA Code § 490.1501 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1501 - Authority to transact business required.

490.1501 Authority to transact business required.   1. A foreign corporation shall not transact business in this state until it obtains a certificate of authority from the secretary of state.   2. The following activities, among others, do not constitute transacting business within the meaning of subsection 1:   a. Maintaining, defending, or settling any proceeding.   b. Holding meetings of the board of directors or shareholders or carrying on other activities concerning internal corporate affairs.   c. Maintaining bank accounts.   d. Maintaining offices or agencies for the transfer, exchange, and registration of the corporation’s own securities or maintaining trustees or depositories with respect to those securities.   e. Selling through independent contractors.   f. Soliciting or obtaining orders, whether by mail or through employees or agents or otherwise, if the orders require acceptance outside this state before they become contracts.   g. Creating or acquiring indebtedness, mortgages, and security interests in real or personal property.   h. Securing or collecting debts or enforcing mortgages and security interests in property securing the debts.   i. Owning, without more, real or personal property.   j. Conducting an isolated transaction that is completed within thirty days and that is not one in the course of repeated transactions of a like nature.   k. Transacting business in interstate commerce.   3. The list of activities in subsection 2 is not exhaustive.  89 Acts, ch 288, §161
IA Code § 490.1502 (2021)
2021 Iowa Code|Title XII - BUSINESS ENTITIES|Chapter 490 - BUSINESS CORPORATIONS|Section 490.1502 - Consequences of transacting business without authority.

490.1502 Consequences of transacting business without authority.   1. A foreign corporation transacting business in this state without a certificate of authority shall not maintain a proceeding in any court in this state until it obtains a certificate of authority.   2. The successor to a foreign corporation that transacted business in this state without a certificate of authority and the assignee of a cause of action arising out of that business shall not maintain a proceeding based on that cause of action in any court in this state until the foreign corporation or its successor obtains a certificate of authority.   3. A court may stay a proceeding commenced by a foreign corporation, its successor, or assignee until it determines whether the foreign corporation or its successor requires a certificate of authority. If it so determines, the court may further stay the proceeding until the foreign corporation or its successor obtains the certificate.   4. A foreign corporation is liable for a civil penalty of not to exceed a total of one thousand dollars if it transacts business in this state without a certificate of authority. The attorney general may collect all penalties due under this subsection.   5. Notwithstanding subsections 1 and 2, the failure of a foreign corporation to obtain a certificate of authority does not impair the validity of its corporate acts or prevent it from defending any proceeding in this state.  89 Acts, ch 288, §162