2010 New York Code
BSC - Business Corporation
Article 13 - (1301 - 1320) FOREIGN CORPORATIONS
1301 - Authorization of foreign corporations.

§ 1301. Authorization of foreign corporations.
    (a) A foreign corporation shall not do business in this state until it
  has  been  authorized  to  do  so  as provided in this article.A foreign
  corporation may be authorized to do in this state any business which may
  be done lawfully in this state by a domestic corporation, to the  extent
  that  it  is  authorized  to do such business in the jurisdiction of its
  incorporation, but no other business.
    (b) Without excluding other activities which may not constitute  doing
  business in this state, a foreign corporation shall not be considered to
  be  doing  business  in this state, for the purposes of this chapter, by
  reason of carrying on in this state any one or  more  of  the  following
  activities:
    (1)  Maintaining  or  defending  any  action  or  proceeding,  whether
  judicial,  administrative,  arbitrative  or  otherwise,   or   effecting
  settlement thereof or the settlement of claims or disputes.
    (2) Holding meetings of its directors or its shareholders.
    (3) Maintaining bank accounts.
    (4)  Maintaining  offices  or agencies only for the transfer, exchange
  and registration  of  its  securities,  or  appointing  and  maintaining
  trustees or depositaries with relation to its securities.
    (c)  The  specification in paragraph (b) does not establish a standard
  for activities which may subject a foreign  corporation  to  service  of
  process under this chapter or any other statute of this state.
    (d)  A  foreign corporation whose corporate name is not acceptable for
  authorization pursuant to sections 301 and  302  of  this  chapter,  may
  submit in its application for authority pursuant to section 1304 of this
  chapter,  a  fictitious  name  under  which it shall do business in this
  state. A fictitious name submitted pursuant to  this  section  shall  be
  subject  to the provisions of subparagraphs (2) through (9) of paragraph
  (a) of section 301 and  302  of  this  chapter.  A  foreign  corporation
  authorized to do business in this state under a fictitious name pursuant
  to  this  section, shall use such fictitious name in all of its dealings
  with the secretary of state and in the conduct of its business  in  this
  state.  The  provisions  of  section  one  hundred thirty of the general
  business law shall not apply to any fictitious name filed by  a  foreign
  corporation  pursuant  to  this  section, and a filing under section one
  hundred thirty of the general business  law  shall  not  constitute  the
  adoption of a fictitious name.

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