§ 564-F:21-2106 — Effect of Engaging in Registrable Activities Without Registration

(a) A foreign foundation engaging in a registrable activity in this state may not maintain any judicial proceeding in this state until it has registered and has paid all fees for the period during which it engaged in registrable activities in this state while unregistered.
(b) A foreign foundation's failure to register does not:
(1) Impair the validity of any of the foreign foundation's acts;
(2) Impair the validity of any contract to which the foreign foundation is a party;
(3) Impair the rights of any other party to a contract to which the foreign foundation also is a party, including the right to maintain a judicial proceeding regarding any matter involving the contract; or
(4) Prevent the foreign foundation from defending any judicial proceeding in any court in this state.
(c) A foreign foundation's directors, officers, managers, other officeholders, employees, and agents are not liable for the foreign foundation's obligations solely by reason of the foreign foundation having engaged in registrable activities in this state without registration.
(d) A foreign foundation engaging in a registrable activity shall be liable to the state for the years or parts of the year during which it engaged in registrable activities in this state without registration in an amount equal to:
(1) All fees that would have been imposed under this chapter on that foreign foundation had it duly registered; and
(2) All penalties imposed by this chapter.
(e) The attorney general may commence judicial proceedings to recover all amounts due to this state under this section.

Legislative History

2017, 257:47, eff. Oct. 1, 2017.