2023 New York Laws › NPC - Not-For-Profit Corporation › Article 12 - Receivership › 1218 - Special Provisions Relating to Actions or Special Proceedings Against Foreign Corporations.

§ 1218. Special  provisions  relating  to actions or special proceedings
against foreign corporations.
(a)  In any action or special proceeding  brought  against  a  foreign
corporation under this article, the following provisions shall apply:
(1)    Service  of  the  summons in such action may be made personally
within the state of New York, by delivery of the same to any officer  or
director  of  the  corporation,  or  by publication pursuant to an order
obtained as hereinafter provided.
(2)  An order directing service by publication of the summons shall be
made upon application of a plaintiff in any such  action  and  shall  be
founded  upon  a  verified  complaint,  alleging that the defendant is a
foreign corporation and has or may have or may be  entitled  to  assets,
credits,  choses  in  action  or  other property, tangible or intangible
within  the  state  and  that  such  corporation  has  been   dissolved,
nationalized  or  that its authority or existence has been terminated or
cancelled in the jurisdiction of  its  incorporation,  or  that  it  has
ceased  to  conduct  its activities, and upon an affidavit reciting that
personal service of the summons cannot be effected within the state with
due diligence and that a temporary receiver of its property  within  the
state  of  New  York has been appointed pursuant to this article in such
action and that a copy of the order appointing  the  receiver  has  been
served  personally  by or on behalf of such receiver upon a person, firm
or corporation holding property, tangible or  intangible,  of  the  said
foreign  corporation, or against whom a claim or demand in favor of such
foreign corporation exists and that demand therefor has been  made  upon
such person, firm or corporation by or on behalf of such receiver.
(3)    The  order  directing  service of the summons shall require the
publication thereof in a newspaper published in the state of New York in
the English language at least once a week for four successive weeks, and
shall also require the mailing on  or  before  the  date  of  the  first
publication  of  a  copy  of  the  summons,  complaint  and order to the
corporation at its last known principal or head office in the  state  or
country of its incorporation.
(4)   In any such action, the summons shall be served personally or an
order directing service thereof by publication shall be obtained and the
first publication thereof made within sixty days after  the  appointment
of  the  temporary  receiver,  and if served by publication, the service
shall be made complete by the continuance thereof.
(5)  If served by publication, service of the summons shall be  deemed
complete  on  the  date  of  the last publication.   The action shall be
deemed commenced upon the issuance of the summons.  The order appointing
the receiver and the papers upon which the  same  is  granted  shall  be
filed  in  the  office  of  the  clerk  of the court where the action is
triable within ten days after the order is made.
(6)  In the event that the defendant  defaults  in  answering,  or  if
after  a  trial  the court is satisfied that the defendant has ceased to
conduct its activities by reason of any thing or matter  whatsoever,  or
that  it has been dissolved, nationalized, or its authority or existence
has been otherwise terminated or cancelled, the  court  shall  thereupon
direct  judgment,  appointing  a  permanent  receiver  and directing the
receiver  to  liquidate  the  assets,  credits,  choses  in  action  and
property,  tangible and intangible, in the state of New York of the said
defendant, in the manner provided in this article.
(7)   The  time  between  the  cessation  of  its  activities  by  the
corporation  or its dissolution or nationalization or the termination or
cancellation of its authority or existence  and  the  appointment  of  a
receiver  in  this  state  pursuant  to  this article, whichever time is
longer, plus three years after such appointment, shall not be a part  of

the  time limited by domestic or foreign laws for the commencement of an
action or for the assertion of a claim therein by or  on  behalf  of  or
against  said corporation or by or against said receiver, whether or not
said  action  or  claim  has  heretofore  been  barred by any statute of
limitations of this state or of any other state or country.
(8)   The existence of  and  causes  of  action  of  or  against  such
corporation existing at the time of its dissolution, nationalization, or
the  termination  or  cancellation  of  its  authority  or existence, or
arising thereafter, shall  not  be  deemed  ended,  abated  or  affected
thereby,  nor  shall actions brought by or against such corporation or a
receiver appointed hereunder or any remedy therein  be  deemed  to  have
ended  or abated or to have been affected by reason of such dissolution,
nationalization, or termination or  cancellation  of  its  authority  or
existence.    This  provision  shall apply to all property, tangible and
intangible, debts, demands, and choses in  action  of  such  corporation
within  the  state  of  New  York,  and  to all litigation heretofore or
hereafter brought in the courts of the state or of the United States  to
which  the  corporation  or  the  receiver of said corporation appointed
pursuant to the provisions of this article is a  party.    Any  receiver
appointed  pursuant to the provisions of this article may be substituted
for such corporation in any action or proceeding pending in  the  courts
of  the  state  or  of  the United States to which such corporation is a
party and may intervene in any action or proceeding which relates to  or
affects  any  of  the assets or claims of the corporation and revive any
action which shall have heretofore or which may hereafter  have  abated,
and such dissolution, nationalization, or termination or cancellation of
its  authority or existence in the jurisdiction of its incorporation, or
any confiscatory law or decree thereof, shall not be deemed to have  any
extra-territorial  effect  or  validity  as to the property, tangible or
intangible, debts, demands or  choses  in  action  of  such  corporation
within  the  state or any debts or obligations owing to such corporation
from persons,  firms  or  corporations  residing,  sojourning  or  doing
business  in  the state.  Nothing contained in this subdivision shall be
deemed to validate claims for or causes of action or actions to  recover
property   located   in   or  moneys  payable  in  the  jurisdiction  of
incorporation  which  are  unenforceable  under   the   laws   of   such
jurisdiction.
(9)   If any receiver or trustee has heretofore been appointed in this
state for such corporation or its property in any action or  proceeding,
either  before or supplementary to judgment, otherwise than in an action
brought pursuant to this  article,  such  receiver  or  trustee  may  be
appointed or continued as the receiver in any action brought pursuant to
the provisions of this article.
(10)    The appointment of a receiver or the pendency of an action for
the appointment of such receiver, shall until  such  receiver  shall  be
discharged  or  until such action shall have terminated, be a bar to any
subsequent application or action for the appointment of  a  receiver  of
the assets of the same corporation.
(11)    An  action  shall  be  commenced  within  three years from the
discovery by the plaintiff or his predecessor in interest, of any  asset
of said corporation in the state of New York.