Conklin Limestone Co. v. Linden
| Decision Date | 02 November 1964 |
| Citation | 253 N.Y.S.2d 578,22 A.D.2d 63 |
| Parties | The CONKLIN LIMESTONE CO., Inc., Appellant, v. B. A. LINDEN, Respondent. |
| Court | New York Supreme Court — Appellate Division |
Walter W. Davis, Millerton, for plaintiff-appellant.
Samuel M. Hesson, Albany, for defendant-respondent.
Before GIBSON, P. J., and HERLIHY, REYNOLDS, TAYLOR and HAMM, JJ.
The primary question presented by this appeal is whether or not plaintiff, a foreign corporation, concededly not having qualified to do business here may maintain an action to recover for goods sold and delivered to defendant between March 20, 1960 and September 8, 1960. (General Corporation Law, §§ 210, 218.)
Finding that the action was barred by statute the County Court of Columbia County dismissed the complaint. From the resultant judgment plaintiff appeals. A protective appeal is also taken from the order denying its motion for judgment on the pleadings pursuant to rule 112 of the Rules of Civil Practice.
The facts are not in dispute. Plaintiff, a Connecticut corporation, has been engaged for some years in the business of crushing limestone for agricultural use at its plant located in Canaan in that State. Some part of the output is packaged in bags and sold to retail dealers. The major portion, however, is sold in bulk and transported in vehicles equipped with a spreading device by means of which trained corporate employees apply the ground limestone in measured quantities directly to the farmlands of purchasers for fertilization purposes. In 1960 plaintiff received 351 orders directly from customers residing in New York State or from retail dealers engaged in business therein in response to which it delivered within this State 7,500 tons of the lime which represented about 30% of its total sales. Gross income approximating $60,000 derived from such corporate activities. It appears that between 1957 and 1960 plaintiff under a contract with the Columbia County Soil Conservation Committee agreed to participate in the furnishing of conservation materials and services to farmers for use in carrying out a Federal Conservation Program. Although appellant employed no salesmen, an officer of the corporation occasionally examined a regional farm, at its owner's request, to determine the spreadability of the bulk lime. It maintained no office here. Upon appeal plaintiff does not contest the trial court's finding that the contract sued on was made in New York.
Whether the local activities engaged in by an unauthorized corporation sufficiently make out the transaction of...
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