Legal Question in Business Law in Maryland

Re: If a Corporation Does Not Exist Because of Delinquent

The contract would not be voided, unless the corporate status of the contracting company was somehow central to an important term of the agreement. Usually, if a corporation loses its corporate status, it may either be revived by statute, or the defunct corporation passes control to its "trustees" usually officers or incorporators of the entity. You should contact me or another attorney for advice if the corporations status is important to your agreement.

Re: If a Corporation Does Not Exist Because of Delinquent

If an association that is neither a corporation in fact or corporation by law holds itself out as a corporation, normally it will be prohibited from denying its corporate status. If it is sued, the corporation will normally not be allowed to escape liability. When justice requires, the courts will treat an alleged corporation as an actual corporation for the purpose of determining rights and liabilities for a particular situation.

The corporation could revive itself. If so, the corporation will be liable for all contracts entered into while the charter was void. An argument could be made that the party that entered into a contract with the corporation while the charter was void could also be held liable once the charter is revived.