N.Y. Not-For-Profit Corp. Law § 1313

§ 1313. Actions or special proceedings by unauthorized foreign\n corporations.\n (a) A foreign corporation conducting activities in this state without\nauthority shall not maintain any action or special proceeding in this\nstate unless and until such corporation has been authorized to conduct\nactivities in this state and it has paid to the state all fees,\npenalties and franchise taxes, if any, for the years or parts thereof\nduring which it conducted activities in this state without authority.\nThis prohibition shall apply to any successor in interest of such\nforeign corporation.\n (b) The failure of a foreign corporation to obtain authority to\nconduct activities in this state shall not impair the validity of any\ncontract or act of the foreign corporation or the right of any other\nparty to the contract to maintain any action or special proceeding\nthereon, and shall not prevent the foreign corporation from defending\nany action or special proceeding in this state.\n