Creditors Protective Ass'n, Inc. v. Baksay

The issue in this case is whether, when a corporation is delinquent for failure to file its annual report with and pay its annual fees to the Corporation Commissioner as required by ORS 57.755 and 57.767 respectively, its officers or directors may be held personally liable for debts which they incurred on behalf of the corporation during the period of delinquency.

Defendant was the president of American Standard Corporation, which became delinquent on December 12, 1975. Thereafter, he purchased goods from plaintiff’s assignor on behalf of the corporation. This action for the contract price of…