Corporate existence can be critical to the capacity of corporate plaintiffs to bring claims, particularly when the claims are for breach of contract. InRubenstein v. Mayo , 41 A.D.3d
Applying the Doctrine of Incorporation by Estoppel in New York
The incorporation by estoppel doctrine is today well established in the Commercial Division. Accordingly, defendants who contract or otherwise deal with an entity as a corporation run the risk of being estopped from denying the entity's corporate existence in any action arising out of such contract or dealing.
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