Michigan Compiled Laws
284-1972-10 - Chapter 10 Foreign Corporations (450.2001...450.2099)
Section 450.2051 - Action or Proceeding by or Against Foreign Corporation Without Certificate of Authority; Order of Dismissal; Recommencement of Action; Validity of Corporate Contracts or Acts.

Sec. 1051.
(1) A foreign corporation transacting business in this state without a certificate of authority shall not maintain an action or proceeding in any court of this state until the corporation has obtained a certificate of authority. An action commenced by a foreign corporation having no certificate of authority shall not be dismissed if a certificate of authority has been obtained before the order of dismissal. Any such order of dismissal shall be without prejudice to the recommencement of such action or proceeding by the foreign corporation after it obtains a certificate of authority. This prohibition applies to:
(a) A successor in interest of the foreign corporation, except a receiver, trustee in bankruptcy, or other representative of creditors of the corporation.
(b) An assignee of the foreign corporation, except an assignee for value who accepts an assignment without knowledge that the foreign corporation should have but has not obtained a certificate of authority in this state.
(2) Failure of a foreign corporation to obtain a certificate of authority to transact business in this state does not impair the validity of a contract or act of the corporation, and does not prevent the corporation from defending an action or proceeding in a court of this state.
History: 1972, Act 284, Eff. Jan. 1, 1973 ;-- Am. 1982, Act 407, Eff. Jan. 1, 1983

Structure Michigan Compiled Laws

Michigan Compiled Laws

Chapter 450 - Corporations

Act 284 of 1972 - Business Corporation Act (450.1101 - 450.2099)

284-1972-10 - Chapter 10 Foreign Corporations (450.2001...450.2099)

Section 450.2001 - Foreign Corporation Transacting Business in State on Effective Date of Act.

Section 450.2002 - Foreign Corporation With Certificate of Authority.

Section 450.2003 - Foreign Corporation Without Certificate of Authority.

Section 450.2011 - Certificate of Authority as Prerequisite to Transacting Business; Scope of Authority.

Section 450.2012 - Activities Not Constituting Transaction of Business; Applicability of Section.

Section 450.2013 - Loans.

Section 450.2014 - Applicability of MCL 450.2001 to 450.2055.

Section 450.2015 - Certificate of Authority to Transact Business; Application; Filing; Contents.

Section 450.2016 - Foreign Corporation; Application; Attaching Certificate of Good Standing; Fees; Issuance of Certificate of Authority; Duration of Authority.

Section 450.2021 - Foreign Corporation; Amended Application; Conditions; Contents; Corporation as Survivor of Merger or Conversion; Increase in Authorized Shares.

Section 450.2023 - Repealed. 1993, Act 91, Eff. Oct. 1, 1993.

Section 450.2031 - Application for Withdrawal From State.

Section 450.2032 - Issuance and Effect of Certificate of Withdrawal.

Section 450.2035 - Information Required to Be Filed on Dissolution, Termination, Merger, Conversion, or Consolidation; Assessment of Unpaid Fees; Certificate of Withdrawal; "Business Organization" Defined.

Section 450.2041 - Certificate of Authority; Grounds for Revocation.

Section 450.2042 - Certificate of Authority; Revocation; Notice; Certificate of Revocation; Effect.

Section 450.2051 - Action or Proceeding by or Against Foreign Corporation Without Certificate of Authority; Order of Dismissal; Recommencement of Action; Validity of Corporate Contracts or Acts.

Section 450.2055 - Penalty for Transacting Business Without Certificate of Authority.

Section 450.2056 - Registration of Corporate Name by Foreign Corporation Not Authorized to Transact Business in State; Filing; Duration; Notice; Renewal.

Section 450.2060 - Filing Fees.

Section 450.2061 - Repealed. 1989, Act 121, Eff. Oct. 1, 1989.

Section 450.2062 - Organization and Admission Fee; Initial Admission Fee of Foreign Corporation for Profit and Foreign Regulated Investment Company; Fees for Increase in Authorized Shares; Additional Admission Fee; Determining Amount of Authorized Sh...

Section 450.2063 - Repealed. 1989, Act 121, Eff. Oct. 1, 1989.

Section 450.2064 - “Regulated Investment Company” Defined.

Section 450.2098 - Repeals.

Section 450.2099 - Repealed. 1989, Act 121, Eff. Oct. 1, 1989.