NY Bus Corp L § 1311 (2021)
2021 New York Laws BSC - Business Corporation Article 13 - Foreign Corporations 1311 - Termination of Existence.

* § 1311. Termination of existence.When  an  authorized foreign corporation is dissolved or its authority   or existence is otherwise terminated or cancelled in the jurisdiction of   its incorporation or when such foreign corporation  is  merged  into  or   consolidated  with  another  foreign  corporation,  a certificate of the   secretary of state, or official performing the equivalent function as to   corporate records, of the jurisdiction of incorporation of such  foreign   corporation attesting to the occurrence of any such event or a certified   copy of an order or decree of a court of such jurisdiction directing the   dissolution   of  such  foreign  corporation,  the  termination  of  its   existence or the cancellation of its authority shall be delivered to the   department of state. The filing of  the  certificate,  order  or  decree   shall  have  the same effect as the filing of a certificate of surrender   of authority under section 1310 (Surrender of authority). The  secretary   of  state  shall  continue as agent of the foreign corporation upon whom   process against it may be served in the manner set  forth  in  paragraph   (b)  of  section  306  (Service  of  process),  in any action or special   proceeding based upon  any  liability  or  obligation  incurred  by  the   foreign  corporation  within  this  state  prior  to  the filing of such   certificate, order or decree and he shall promptly cause a copy  of  any   such  process to be mailed by registered mail, return receipt requested,   to such foreign corporation at the post office address on  file  in  his   office  specified  for  such  purpose.  The  post  office address may be   changed  by  signing  and  delivering  to  the  department  of  state  a   certificate  of  change  setting  forth  the  statements  required under   section 1309-A (Certificate of change; contents) to effect a  change  in   the  post  office  address  under  subparagraph  (a) (4) of section 1308   (Amendments or changes).* NB Effective until January 1, 2023   * § 1311. Termination of existence.When an authorized foreign corporation is dissolved or  its  authority   or existence is otherwise terminated or cancelled in the jurisdiction of   its  incorporation  or  when  such foreign corporation is merged into or   consolidated with another foreign  corporation,  a  certificate  of  the   secretary of state, or official performing the equivalent function as to   corporate  records, of the jurisdiction of incorporation of such foreign   corporation attesting to the occurrence of any such event or a certified   copy of an order or decree of a court of such jurisdiction directing the   dissolution  of  such  foreign  corporation,  the  termination  of   its   existence or the cancellation of its authority shall be delivered to the   department  of  state.  The  filing  of the certificate, order or decree   shall have the same effect as the filing of a certificate  of  surrender   of  authority under section 1310 (Surrender of authority). The secretary   of state shall continue as agent of the foreign  corporation  upon  whom   process  against  it  may be served in the manner set forth in paragraph   (b) of section 306 (Service  of  process),  in  any  action  or  special   proceeding  based  upon  any  liability  or  obligation  incurred by the   foreign corporation within this  state  prior  to  the  filing  of  such   certificate,  order  or decree and he or she shall promptly cause a copy   of any such process to be  mailed  by  certified  mail,  return  receipt   requested,  to  such  foreign  corporation at the post office address on   file in his or her office specified for such purpose or a notice of  the   fact  that  process  against such foreign corporation has been served on   him or her to be emailed to the foreign corporation at the email address   on file in his or her office specified for such purpose. The post office   address and/or email address may be changed by signing and delivering to   the department of state  a  certificate  of  change  setting  forth  the   statements   required  under  section  1309-A  (Certificate  of  change;    contents) to effect a change in the post  office  address  and/or  email   address  under  subparagraph (a) (7) or (10) of section 1308 (Amendments   or changes).* NB Effective January 1, 2023