Bill Text: NY A07351 | 2023-2024 | General Assembly | Introduced

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Bill Title: Provides that a foreign corporation's application for authority to do business in this state constitutes consent to jurisdiction of the courts of this state and a surrender of such application constitutes withdrawal of such consent.

Spectrum: Partisan Bill (Democrat 3-0)

Status: (Introduced) 2023-06-07 - substituted by s7476 [A07351 Detail]

Download: New_York-2023-A07351-Introduced.html

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                STATE OF NEW YORK
        ________________________________________________________________________

                                          7351

                               2023-2024 Regular Sessions

                   IN ASSEMBLY

                                      May 17, 2023
                                       ___________

        Introduced  by  M. of A. WEINSTEIN -- (at request of the Office of Court
          Administration) -- read once and referred to the Committee on  Judici-
          ary

        AN  ACT  to  amend the civil practice law and rules, the business corpo-
          ration law, the general associations law, the limited liability compa-
          ny law, the not-for-profit corporation law and the partnership law, in
          relation to consent to jurisdiction by foreign business  organizations
          authorized to do business in New York

          The  People of the State of New York, represented in Senate and Assem-
        bly, do enact as follows:

     1    Section 1. The civil practice law and rules is amended by adding a new
     2  section 301-a to read as follows:
     3    § 301-a. Termination of consent  to  jurisdiction  in  certain  cases.
     4  Where a business organization registered, authorized or designated to do
     5  business  in  this  state surrenders, withdraws or otherwise revokes its
     6  registration, authorization or certificate of designation,  its  consent
     7  to  jurisdiction terminates on the date of such surrender, withdrawal or
     8  revocation.
     9    § 2. Section 1301 of the business corporation law is amended by adding
    10  a new paragraph (e) to read as follows:
    11    (e) A foreign corporation's application for authority to  do  business
    12  in  this  state, whenever filed, constitutes consent to the jurisdiction
    13  of the courts of this state for all actions against such corporation.  A
    14  surrender  of  such application shall constitute a withdrawal of consent
    15  to jurisdiction.
    16    § 3. Section 18 of the general associations law is amended by adding a
    17  new subdivision 5 to read as follows:
    18    5. An association's certificate  of  designation  prescribed  by  this
    19  section,  whenever filed, constitutes consent to the jurisdiction of the
    20  courts of this state for all actions against such association. A revoca-

         EXPLANATION--Matter in italics (underscored) is new; matter in brackets
                              [ ] is old law to be omitted.
                                                                   LBD11471-01-3
        A. 7351                             2

     1  tion of such designation shall constitute a  withdrawal  of  consent  to
     2  jurisdiction.
     3    §  4.  Section  802 of the limited liability company law is amended by
     4  adding a new subdivision (c) to read as follows:
     5    (c) A foreign limited liability company's application for authority to
     6  do business in this state, whenever filed, constitutes  consent  to  the
     7  jurisdiction  of  the  courts of this state for all actions against such
     8  limited liability company. A surrender of such application shall consti-
     9  tute a withdrawal of consent to jurisdiction.
    10    § 5. Section 1301 of the not-for-profit corporation law is amended  by
    11  adding a new paragraph (e) to read as follows:
    12    (e)  A  foreign  corporation's  application  for  authority to conduct
    13  activities in this state, whenever filed,  constitutes  consent  to  the
    14  jurisdiction  of  the  courts of this state for all actions against such
    15  corporation unless such corporation is exempt from any law requiring  it
    16  to  designate  the  secretary  of state as agent of the corporation upon
    17  whom process against it may be served and it has  made  no  such  desig-
    18  nation. A surrender of such application shall constitute a withdrawal of
    19  consent to jurisdiction.
    20    § 6. Section 121-902 of the partnership law is amended by adding a new
    21  subdivision (e) to read as follows:
    22    (e)  A  foreign  limited partnership's application for authority to do
    23  business in this state,  whenever  filed,  constitutes  consent  to  the
    24  jurisdiction  of  the  courts of this state for all actions against such
    25  foreign limited partnership.  A  surrender  of  such  application  shall
    26  constitute a withdrawal of consent to jurisdiction.
    27    §  7.  Section  121-1502 of the partnership law is amended by adding a
    28  new subdivision (r) to read as follows:
    29    (r) A foreign limited liability partnership's notice to  carry  on  or
    30  conduct  or  transact  business  or  activities as a New York registered
    31  foreign limited liability partnership in  this  state,  whenever  filed,
    32  constitutes  consent to the jurisdiction of the courts of this state for
    33  all actions against such foreign limited liability partnership. A  with-
    34  drawal of such notice shall constitute a withdrawal of consent to juris-
    35  diction.
    36    §  8. This act shall take effect on the first of January next succeed-
    37  ing the date on which it shall have become a law.