§ 18. Designation of secretary of state as an agent for service of process. 1. The term "association," as used in this article, is defined in section two, subdivision four, of this chapter. 2. Every association doing business within this state shall file in the department of state a certificate in its associate name, signed and acknowledged by its president, or a vice-president, or secretary, or treasurer, or managing director, or trustee, designating the secretary of state as an agent upon whom process in any action or proceeding against the association may be served within this state, and setting forth an address to which the secretary of state shall mail a copy of any process against the association which may be served upon him or her pursuant to law. The association may include an email address to which the secretary of state shall email a notice of the fact that process against it has been electronically served upon him or her. Annexed to the certificate of designation shall be a statement, executed in the same manner as the certificate is required to be executed under this section, which shall set forth:(a) the names and places of residence of its officers and trustees
(b) its principal place of business
(c) the place where its office within this state is located and if such place be in a city, the location thereof by street and number or other particular description. 3. Any association, from time to time, may change the address to which the secretary of state is directed to mail copies of process or specify, change or delete the email address to which the secretary of state shall email a notice of the fact that process against the association has been electronically served upon him or her, by filing a statement to that effect, executed, signed and acknowledged in like manner as a certificate of designation as herein provided. 4. Any association doing business within this state without having filed the certificate of designation prescribed by this section shall not maintain any action or special proceeding in this state unless and until such association has filed the certificate of designation prescribed by this section and it has paid to the state all fees, penalties and franchise taxes for the years or parts thereof during which it did business in this state without having filed the certificate of designation prescribed by this section. This prohibition shall apply to any successor in interest of such association. The failure of an association to file the certificate of designation prescribed by this section shall not impair the validity of any contract or act of the association or the right of any other party to the contract to maintain any action or special proceeding thereon, and shall not prevent the association from defending any action or special proceeding in this state.
