State Codes and Statutes
Statutes > Rhode-island > Title-7 > Chapter-7-6 > 7-6-89SECTION 7-6-89
§ 7-6-89 Conducting affairs withoutcertificate of authority. – (a) No foreign corporation which is conducting affairs in this state without acertificate of authority shall be permitted to maintain any action, suit, orproceeding in any court of this state until the corporation has obtained acertificate of authority. Nor shall any action, suit, or proceeding bemaintained in any court of this state by any successor or assignee of thecorporation on any right, claim, or demand arising out of the conduct ofaffairs by the corporation in this state, until a certificate of authority hasbeen obtained by the corporation or by a corporation which has acquired all orsubstantially all of its assets.
(b) The failure of a foreign corporation to obtain acertificate of authority to conduct affairs in this state does not impair thevalidity of any contract or act of the corporation, and does not prevent thecorporation from defending any action, suit, or proceeding in any court of thisstate.
(c) A foreign corporation which conducts affairs in thisstate without a certificate of authority is liable to this state, for the yearsor parts of years during which it conducted affairs in this state without acertificate of authority, in an amount equal to all fees which would have beenimposed by this chapter upon the corporation had it duly applied for andreceived a certificate of authority to conduct affairs in this state asrequired by this chapter and subsequently filed all reports required by thischapter, plus all interest and penalties imposed by this chapter for failure topay the fees. The attorney general shall bring proceedings to recover allamounts due this state under the provisions of this section.
