# Velazquez

> District Court, M.D. Pennsylvania · March 20, 2026

URL: https://www.frixlaw.com/law-library/cases/11325312

## Case

- **Full name:** Edgardo Velazquez v. Wagner Industries, Inc.
- **Court:** District Court, M.D. Pennsylvania
- **Decided:** March 20, 2026
- **Opinion:** 100trialcourt
- **Cited by:** 0 later opinions in the Frix Law Library

## Citator (automated)

- No negative treatment found by the automated citator. That is not the same as a confirmation that the case is good law; read the citing cases.
- Full citator and citing cases: https://www.frixlaw.com/law-library/cases/11325312

## How later opinions describe it (automated extraction)

- noting that “New Jersey has, by statute, preserved the right of suit” against dissolved corporations

## Opinion text

UNITED STATES DISTRICT COURT
MIDDLE DISTRICT OF PENNSYLVANIA
EDGARDO VELAZQUEZ,
Plaintiff : CIVIL ACTION NO. 3:25-913
Vv. (JUDGE MANNION)
WAGNER INDUSTRIES, INC., :
Defendants :

MEMORANDUM

Pending before the court is a motion to dismiss the plaintiff's complaint
filed pursuant to Fed.R.Civ.P.12(b)(6) on behalf of defendant Wagner
Industries, Inc. (“Wagner”). (Doc. 30). Upon review of the motion and all
related materials, Wagner's motion to dismiss will be DENIED.
Fed.R.Civ.P. 12(b)(6) provides for the dismissal of a complaint, in
whole or in part, if the plaintiff fails to state a claim upon which relief can be
granted. The moving party bears the burden of showing that no claim has
been stated, Hedges v. U.S., 404 F.3d 744, 750 (3d Cir. 2005), and dismissal
is appropriate only if, accepting all of the facts alleged in the complaint as
true, the plaintiff has failed to plead “enough facts to state a claim to relief
that is plausible on its face.” Bell Atlantic Corp. v. Twombly, 550 U.S. 544,

570 (2007) (abrogating “no set of facts” language found in Conley v. Gibson,
355 U.S. 41, 45-46 (1957)). The facts alleged must be sufficient to “raise a
right to relief above the speculative level.” Twombly, 550 U.S. at 555. This
requirement “calls for enough fact[s] to raise a reasonable expectation that
discovery will reveal evidence of’ necessary elements of the plaintiffs cause
of action. /d. Moreover, in order to satisfy federal pleading requirements, the
plaintiff must “provide the grounds of his entitlement to relief,” which “requires
more than labels and conclusions, and a formulaic recitation of the elements
of a cause of action will not do.” Phillips v. County of Allegheny, 515 F.3d
224, 231 (3d Cir. 2008) (brackets and quotations marks onittted) (quoting
Twombly, 550 U.S. 544 at 555).
In ruling on a motion to dismiss, the court generally considers the
complaint, exhibits attached to the complaint, and matters cf joublic record.
In re Lengyel, 2014 WL 2003099 (M.D.Pa. May 15, 2014) iciting Mayer v.
Belichick, 605 F.3d 223, 230 (3d Cir. 2010)).
Generally, the court should grant leave to amend a cemplaint before
dismissing it as merely deficient. See, e.g., Fletcher-Harlee Corp. v. Pote
Concrete Contractors, Inc., 482 F.3d 247, 252 (3d Cir. 2007): Grayson v.
Mayview State Hosp., 293 F.3d 103, 108 (3d Cir. 2002); Shane v. Fauver,
213 F.3d 113, 116-17 (3d Cir. 2000). “Dismissal without leeve2 to amend is

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justified only on the grounds of bad faith, undue delay, prejudice, or futility.”
Alston v. Parker, 363 F.3d 229, 236 (3d Cir 2004).
By way of relevant background, Wagner was incorporated under New
Jersey law on April 3, 1989. (Doc. 30-1). Wagner was engaged in the
business of designing and manufacturing industrial machines.
Fast forward to March 19, 2024. On that day, the plaintiff's left arm was
pulled into a shear/slitter machine made for flooring material when he was
attempting to unjam the rollers of the machine at his workplace. The incident
resulted in the plaintiff suffering a degloving injury to his arm. The machine
involved in the incident was designed and manufactured by Wagner.
On August 5, 2024, the plaintiff filed a writ in the Court of Common
Pleas of Philadelphia County against Forbo Flooring, Inc., and Wagner
related to the March 19, 2024, incident. (Doc. 43-4). The writ was served on
Wagner on September 3, 2024. (/d.).
Three weeks later, on September 24, 2024, Wagner voluntarily
initiated its dissolution and began formally winding up its affairs. On that date,
the Treasurer of the State of New Jersey certified that Wagner filed a
Certificate of Pending Dissolution under N.J.S. 14A:12-3. (Doc. 30-2). The
Certificate reflects that Wagner would cease doing business as of that date
and did not intend to recommence business.

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On January 27, 2025, the Treasurer of the State of New Jersey certified
Wagner was dissolved in accordance with the laws of the State. (Doc. 30-3).
Shortly thereafter, by stipulation dated February 27, 2025, the plaintiff's
action in the Court of Common Pleas of Philadelphia County was dismissed
without prejudice. (Doc. 46-1).
On May 23, 2025, the plaintiff filed the instant personal injury action
pursuant to 28 U.S.C. §1332 against a number of companies, including:
Wagner Industries, Inc., Forbo America, Inc., Forbo America Services, Inc.,
Forbo Floor Coverings, Inc., Forbo Flooring, Inc., Forbo Siegling, LLC, Forbo
Group, Forbo Management SA, and Forbo Holdings, Ltd. (Doc. 1). As to
Wagner, the plaintiff brings claims for negligence and strict liability.
On August 4, 2025, Wagner filed the pending motion to dismiss the
plaintiff's complaint. (Doc. 30). In its motion, Wagner argues that, since its
dissolution was completed January 27, 2025, it became a defunct entity
incapable of being sued. Given that this action was commenced on May 23,
2025, approximately four months after its dissolution, Wagner argues that
the plaintiffs claims against it are legally futile and warrant dismissal with
prejudice as a matter of law. The plaintiff has filed a brief in opposition to
Wagner’s motion (Doc. 43-1) to which Wagner filed a reply brief (Doc. 47).

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As indicated, Wagner was incorporated in the State of New Jersey.
Therefore, its capacity to be sued is governed by the laws of that state.
Fed.R.Civ.P. 17(b)(2). The New Jersey Business Corporation Act
(“NJBCA”), N.J.S.A. §14A:1-1, ef seg., governs the methods by which New
Jersey corporations can be dissolved and the requirements to achieve
dissolution. See N.J.S.A. §14A12-1(a)-(h). Under the NJBCA, a
corporation’s completed dissolution is effective upon the filing of a Certificate
of Dissolution, N.J.S.A. §14A:12-8(c), which in this case was filed on January
27, 2025.
While Wagner concedes that it remained subject to suit in between the
filing of its Certificates Pending Dissolution and Dissolution, citing to Global
Landfill Agreement Group v. 280 Dev. Corp., 992 F.Supp. 692 (D.N.J. 1998),
Wagner argues that it ceased being amenable to suit once the Certificate of
Dissolution was filed on January 27, 2025.
In Global, the Global Landfill Agreement Group was held responsible
for cleaning up hazardous substances at a landfill. Global sought contribution
for the costs of cleanup from a number of other parties. One of those parties
was 280 Development Corporation, a former New Jersey corporation that
had dissolved long before the filing of the contribution action. Because 280

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Development Corporation had been dissolved, it sought to be dismissed
from the action arguing that it could no longer be subject to suit.
In considering the matter, the District Court in New Jersey provided:
Plaintiff reads the statute to mean that a corporation can
be sued indefinitely after it has dissolved, wound up its affairs,
and distributed all of its assets. This position is without merit.
Plaintiff has pointed to no authority in New Jersey or in this
district to support the position that a corporation which has
wound up and distributed all of its assets is subject to suit.
Section (2) of the statute is governed by Section (1), which
refers to a dissolved corporation winding up its affairs and
distributing its assets. It is undisputed that a corporation in that
process can sue and be sued. Once the corporation finishes that
process, it ceases to exist. A corporation may not be sued in
perpetuity.
Global, 992 F. Supp. at 695.
In so finding, the Globa/ court looked to a comparable New York
statute, N.Y. Bus. Corp. §1006, which has been interpreted to mean that an
action can only be brought against a dissolved corporation until its affairs are
fully adjusted and its assets distributed. Globa/, 992 F.Supp. at 695 (citations
omitted). Under the New York statute, once the corporation’s affairs are fully
adjusted, the corporation is considered defunct and any suits agaiinst the

company are considered futile. /d. Instead, the only remaining) remedy is to
maintain an action directly against the directors and/or shareholders. /d.
(citations omitted).

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Based upon the similarities between the New Jersey and New York
statutes, the New Jersey District Court interpreted the NJBCA to mean that
“[a] corporation may indeed be sued while it is winding up its affairs, but that
amenability to suit ends when the corporation’s assets have been distributed
and its affairs wound up.” /d. at 695-96. The court noted, however, that this
would not apply in situations where the corporation was dissolved in order to
avoid creditors or potential suits. /d. at n.2.
In his brief in opposition to Wagner’s motion, the plaintiff argues that,
despite Wagner's argument that it is not amenable to suit under the NJBCA,
New Jersey law does not prevent a dissolved corporation from being sued
after dissolution.’ In doing so, the plaintiff looks to a number of cases decided
both before and after Global.
The earliest of the cases relied upon by the plaintiff is Hould v. John P.
Squire & Co., 79 A. 282 (N.J. Sup. Ct. 1911), which interpreted the
predecessor to the NJBCA as allowing suits against corporations after

‘In his responsive materials, the plaintiff indicates that he has not yet
had the opportunity to conduct any discovery of Wagner's business,
purported dissolution, the motivation for the initiation of dissolution 21 days
after it learned it was being sued by the plaintiff, or Wagner's business
activities after dissolution. (Doc. 43-1, p. 2).

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dissolution.* Construing the statute with an indefinite term liberally, the New
Jersey Supreme Court provided that “[t]lo hold otherwise would enable a
corporation to defeat valid causes of action for heavy damages by the simple
expedient of dissolution and organization of a new corporation, taking over
the assets of the old one.” /d. at 283.°
Subsequently, in Newmark v. Abeel, 102 F.Supp. 993 (S.D.N.Y. 1952),
an antitrust action was brought against, among others, L.T.S. Cutter
Corporation, a New Jersey Corporation, which had been dissolved in 1948,
prior to the action having been filed. In addressing the capacity of L.T.S.
Cutter Corporation to be sued, the district court provided:
The capacity of a corporation to sue or be sued in a Federal
Court is ‘determined by the law under which it was organized.’
Rule 17(b) of the Federal Rules of Civil Procedure, 28 U.S.C.A.
Since the defendants are New Jersey corporations, the effect of
dissolution is dependent upon New Jersey law. Sedgwick v.
Beasley, 84 U.S.App.D.C. 325, 173 F.2d 918; Beasley v. Fox, 84
U.S.App.D.C. 327, 173 F.2d 920; Treemond Co. v. Schering
Corporation, 3 Cir., 122 F.2d 702.

2 The language of the statute then provided: “All corporations, whether
they expire by their own limitation or be annulled by the Legislature or be
otherwise dissolved, shall be continued bodies corporate for the purposes of
prosecuting and defending suits by or against them, and of enabling them to
settle and close their affairs, to dispose of and convey their property and to
divide their capital, but not for the purpose of continuing the business for
which they were established.” Corporation Act of 1896, §53, P.L. p. 295.
3 Hould appears to be the only case from a binding New Jersey court
on the issue. See GC/U-Employer Retirement Fund v. Progress Printing Co,
Inc., 2021 WL 3912552, *6 (C.D. Cal. May 10, 2021).
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Section 14:13-4 of the General Corporation Law of New
Jersey, N.J.S.A., provides that all dissolved corporations ‘shall
be continued bodies corporate for the purposes of prosecuting
and defending suits by or against them * * * .’ Under this section,
L.T.S. Cutter Corporation, even though dissolved, is subject for
an indefinite period to all ‘suits at law or in equity, in contract or
tort, or of what nature soever, and whether begun before or after
dissolution.’ Hould v. John P. Squire & Co., 81 N.J.L. 103, 79 A.
282, 283.
Newmark v. Abeel, 102 F. Supp. 993, 994 n.1 (S.D.N.Y. 1952).
Jumping ahead to 1972, the United States District Court for the Eastern
District of Pennsylvania decided Johnson v. Four States Enterprises, Inc.,
355 F.Supp. 1312 (1972). Johnson was a breach of construction contract
action brought against Four States Enterprises, Inc., and its directors. The
action was ultimately dismissed against the directors for lack of diversity.
However, in addressing whether service on a New Jersey registered agent
for the corporation which had previously been dissolved was valid and proper
service, citing to Hould, the court provided that “under New Jersey Law, a
corporation after dissolution may be sued for a cause of action in tort arising
before such dissolution, and process may be served on the registered agent
of the corporation. This Court sees no reason why an action for breach of
contract should abate because of dissolution.” Johnson, 355 F. Supp. at
1319 (citations omitted), aff'd, 495 F.2d 1368 (3d Cir. 1974).

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Later, the Supreme Court of New York considered whether a dissolved
New Jersey corporation, Jenkins Bros., was amenable to suit in an asbestos
personal injury action. See Germain v. A.O. Smith Water Products, 41
Misc.3d 1228(A) (N.Y.S. 2013).4 In doing so, the court noted the language
of the applicable New Jersey Statute, which reads in relevant part:
14A:12-9. Effect of dissolution
(1) Except as a court may otherwise direct, a dissolved
corporation shall continue its corporate existence but shall carry
on no business except for the purpose of winding up its affairs by
(a) collecting its assets;
(b) conveying for cash or upon deferred payments, with or
without security, such of its assets as are not to be disi;iputed in
kind to its shareholders;
(c) paying, satisfying and discharging its debts and other
liabilities; and
(d) doing all other acts required to liquidate its business and
affairs.
(2) Subject to the provisions of subsection 14A:12-9(1),
and except as otherwise provided by court order, the cormoration,
its officers, directors and shareholders shall continue to function
in the same manner as if dissolution had not occurred. In
particular, and without limiting the generality of the foregoing,
(a) the directors of the corporation shall not be dee2med to
be trustees of its assets ...;
4 The plaintiff's counsel in Germain had also named Jenkins Bros. as
a defendant in a number of other asbestos personal injury actions. Germain,
41 Misc.3d at *1 n. 1.
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(b) title to the corporation's assets shall remain in the
corporation until transferred by it in the corporate name;
(c) the dissolution shall not change quorum or voting
requirements for the board or shareholders ...:
(d) shares may be transferred until the record date of the
final liquidating distribution or dividend to shareholders;
(e) the corporation may sue and be sued in its corporate
name and process may issue by and against the corporation in
the same manner as if dissolution had not occurred;
(f) no action brought against any corporation prior to its
dissolution shall abate by reason of such dissolution.
N.J. Rev. Stat. §14A:12-9.
In its motion to dismiss the action in Germain, Liberty Mutual, on behalf
of Jenkins, maintained that, once the winding up of a dissolved corporation
is completed, there is no longer a corporation against which suits may be
commenced. This is the same contention made by Wagner here.
Disagreeing with Liberty Mutual, the court in Germain reasoned:
Liberty Mutual contends that once the winding Up ;orocess
of a dissolved New Jersey corporation is completed there is no
longer a corporation against which suits may be commericed. In
this regard, section (1) of N.J. Stat. §14A:12-9, upori which
Liberty Mutual relies, establishes a finite post-dissolution list of
activities that a dissolved corporation is permitted to undertake
for the purpose of winding up its business. The activities
identified in section (2) of N.J. Stat. §14A:12-9, which incl ude the
ability to sue and be sued as if dissolution had not occurired, are
subject to no such limitation because they do not corstitute the
carrying on of business of the dissolved corporation. Liberty
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Mutual’s interpretation of New Jersey law is that a dissolved
corporation is only amenable to suit until it is finished winding up
its affairs were correct, the ability to sue and be sued would be
included under N.J. Stat. § 14A:12-9(1), not N.J. Stat. § 14A:12-
9(2). Similarly, if all of the activities listed in N.J. Stat. § 14A:12-
9(2) were intended to be limited to the winding up process, the
New Jersey Legislature would have had no reason to draft two
subsections to address this issue.
Germain v. A.O. Smith Water Prods. Co., 41 Misc. 3d 1228(A), 981 N.Y.S.2d
635 (Sup. Ct. 2013), aff'd sub nom. In re New York City Asbestos Litig., 116
A.D.3d 571, 984 N.Y.S.2d 335 (2014).
Setting its reasoning apart from that in Global, wherein the court
pointed to the lack of authority to support a finding that a dissolved
corporation remains amenable to suit even after the winding up of affairs, the
court in Germain first looked to the holding in Hould, supra. |n doing so, the
Germain court pointed out that Hould was cited with approva} in /nt’l Union
of Operating Engineers, Local 68, AFL-CIO v. RAC Atlantic City Holdings,
LLC, 2013 WL 353211 (D.N.J. Jan. 29, 2013), decided years. after Global,
wherein the court found that the New Jersey Legislature did not place any
limitation on suits against dissolved corporations. /d. at *34. The court further
looked to Johnson, supra, a decision affirmed by the Third ‘Circuit, which
found that the NJBCA allows legal actions against a dissolved corporation in
the same manner as if dissolution had not occurred. In fact, the Germain
court provided:
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The majority of courts that have ruled on this issue have agreed
that a New Jersey corporation is amenable to suit even after the
winding up process has been completed. See /n re Krafft-Murphy
Co., 62 A3d 94, 103 (Del. Ch. 2013) (New Jersey “statutorily
provide[s] for the endless continuation of a dissolved
corporation.”); Gilliam v Hi Temp Prods., et al., 260 Mich App 98,
123 (2003) (“Unlike Michigan, California, New Jetsey, and
Alaska have not followed the Model Business Corporation Act
(1984) by establishing time limits for claims against a dissolved
corporation.”); Johnson v Four States Enterprises, Inc., 355 F.
Supp. 1312, 1319 (E.D. Pa. Dec. 13, 1972), aff'd 495 F2d 1368
(3d Cir. 1974) (“under New Jersey Law, a corporation after
dissolution may be sued for a cause of action in tert arising
before such dissolution... .); Dr. Hess & Clark, Inc. v Metalsalts
Corp., 119 F.Supp. 427, 429 (D.N.J. Mar. 4, 1954) (noting that
“New Jersey has, by statute, preserved the right of suit” against
dissolved corporations); Newmark v Abeel, 102 F. Supp. 993 n.1
(S.D.N.Y. Mar. 3, 1952) (dissolved New Jersey corporations are
subject to suit “for an indefinite period”).
Germain, 41 Misc. 3d 1228(A) at *5. Given the line of authority and the plain
meaning of the statute, Germain found that New Jersey Law permitted the
suit against Jenkins, a dissolved corporation. See a/so In re New York City
Asbestos Litigation, 116 A.D.3d 571 (N.Y.S. 2014) (“The plain language of
the New Jersey dissolution statute, which governs here, provides for a
corporation that has been dissolved to ‘sue and be sued ir iits corporation
name’ (N.J. Stat. Ann. §14A:12-9 [2] [e]), and the statute places: no restriction

on how long a dissolved corporation maintains its capacity to bbe sued for its
tortious conduct committed pre-dissolution (see Hould v Johin P. Squire &
Co., 81 N.J.L. 103, 79 A 282 [1911]; International Union of Ove:rating Engrs.,

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Local 68, AFL-CIO v RAC Atlantic City Holdings, LLC, 2013 WL 353211, *10,
2013 U.S. Dist. LEXIS 11413, *34 [D.N.J. 2013]’).
More recently, the issue was addressed by the court in GC/U-Employer
Retirement Fund v. Progress Printing Co, Inc., 2021 WL 3912552 (C.D. Cal.
May 10, 2021). This was an ERISA action brought by the GCIU-Employer
Retirement Fund and its Board of Trustees against, among others, Progress
Printing Co., Inc., which was required to make contributions to the retirement
fund as a signatory to a collective bargaining agreement. Progress was a
New Jersey corporation which had ceased operations in 2011 and was
officially dissolved under New Jersey law in 2012 prior to the ERISA action
being filed.
Relying on Global, supra, Progress sought dismissal of the complaint
on the basis that it had been fully dissolved and lacked the capacity to be
sued. On the other side, the plaintiffs relied upon Germain, supra, to argue
that the NJBCA provides no limitation on the capacity of a dissolved New
Jersey corporation to be sued.
Noting that neither Global nor Germain was binding on the court in the
interpretation of New Jersey law, the court looked to the language of the
statute to determine the motion:
The plain language of sub-section (2)(e) allows a dissolved
corporation to sue and be sued as if dissolution had not occurred,
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with no limitations other than those set forth in section (1).
Section (1) states that a dissolved corporation shall continue its
existence, with no temporal limitation. The only restriction is a
specific prohibition-the dissolved corporation shall carry on no
“pusiness” other than for the purpose of winding up. Suing and
being sued is not “business.” See Germain, 2013 WL 6065986,
at *4 (“The activities identified in section (2) of N.J. Stat. §44A:12-
9, which include the ability to sue and be sued as if dissolution
had not occurred, are subject to no such limitation because they
do not constitute the carrying on of business of the dissolved
corporation.”); see also Business, Black's Law Dictionary (11th
ed. 2019) (defining the term as “[a] commercial enterprise carried
on for profit”). Section (1) does not say that corporate existence
shall continue until it has wound up, or only for the purpose of
winding up. The corporation may not carry on business, except
insofar as it is winding up, but otherwise its legal status exists
even after dissolution-including to sue and be sued. The Global
Landfill court’s conclusion that the corporation “ceases to exist”
once it finishes winding up contradicts the plain language of the
statute. 992 F. Supp. at 695.

GCIU-Emp. Ret. Fund, 2021 WL 3912552, at *4.
Continuing to read subsection (2)(e) in context, the court observed:
Section (2) lists ways in which corporations “shall continue to
function in the same manner as if dissolution had not warred.”
It does not list activities that the corporation may undertake as
part of the winding up process and only until that process is
complete-it provides certain principles of the corporate form that
endure beyond dissolution. One of these principles is that the
corporation can sue and be sued. It would not make sense for
sub-section 2(c), which maintains the corjoration’s quorum and
voting requirements, to last only so long as the corporation is in
the process is winding up. There also would be no need for sub-
sections 2(b) and (d) to specify their own termination conditions
if the entire section was conditioned on the corporation being in
the process of winding up. The fact that these sub-ssections
include time limitations and sub-section (2)(e) does not iss telling.
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If suing and being sued were part of the winding up process, it
would have been listed in section (1), not section (2). See
Germain, 2013 WL 6065986, at *4 (“If Liberty Mutual's
interpretation of New Jersey law is that a dissolved corporation
is only amenable to suit until it is finished winding up its affairs
were correct, the ability to sue and be sued would be included
under N.J. Stat. § 14A:12-9(1), not N.J. Stat. § 14A:12—9(2).”)
Id. at *5.
Although case law on the issue is sparse, the court went on to outline
the case law which more widely accepts the view set forth in Germain, rather
than Global, and noted that the fact that other states’ statutes specify a time
limit for claims against dissolved corporations, while New Jersey’s does not,
further reinforces that amenability to suit is perpetual in New Jersey. /d.
Finally, the court discussed another reason why it found Global's
reasoning to be unpersuasive. In this regard the court provided:
It relies heavily on a case from the Southern District of New York
which it claims interpreted an analogous New York statute. See
992 F. Supp. at 695 (citing Flute v. Rubel, 682 F. Supp. 184, 187
(S.D.N.Y. 1988)). But the New York statute discussed in Flute,
while similar, states that a dissolved corporation “may continue
to function for the purpose of winding up the affairs of the
corporation in the same manner as if the dissolution had not
taken place.” N.Y. Bus. Corp. Law §1006(a) (emphasis added).
Section 14A:12-9(2), by contrast, states that the dissolved
corporation “shall continue to function in the same manner as if
dissolution had not occurred’-omitting the phrase, “for the
purpose of winding up the affairs of the corporation.” In the
former statute, the corporation continues to exist so/e/y for the
purpose of winding up its affairs. The latter contains no such
conditional clause. The New York law also uses the permissive
“may,” suggesting the corporation may choose to end its
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existence, while the New Jersey statute uses the mandatory
“shall.”
Id. (emphasis in original).°
Considering the positions of the parties, with Wagner's reliance
primarily on Global and the plaintiffs on Germain, and the case law as
discussed above interpreting the NJBCA, the court finds the position of the
plaintiff better supported. As a result, Wagner’s motion to dismiss will be
denied. An appropriate order shall issue.

i E. MANNION
United States District Judge
DATE: apoleo
25-913-01

5 In its reply brief, Wagner argues that the rationale applied and
decision reached in Global continue to be followed. (Doc. 47). In doing so,
Wagner cites to Next Millennium Realty, LLC v. Adchem Corp., 2016 WL
1178957 (E.D.N.Y. Mar. 23, 2016), wherein the court addressed whether a
dissolved New York corporation was subject to suit under New York’s
Business Corporation Law. While Wagner argues this law is substantively
identical to the NUBCA at issue in this case, this is the same New York law
which was distinguished in GC/U-Employer Retirement Fund, supra.
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Source: Frix Law Library, https://www.frixlaw.com/law-library/cases/11325312. Public record. Not legal advice.