New York corporations may be dissolved by proclamation for failure to file or pay taxes

The New York State Department of State currently lists the North American anime distributor Media Blasters Inc. as an inactive company. According to the state, Media Blasters was dissolved by proclamation as of April 27, 2011.

The New York State Department of Taxation and Finance Technical Services Bureau Memo 86 (5)C defines dissolution by proclamation as follows: "A domestic (formed in New York State) corporation which has failed to file required franchise tax reports or pay franchise taxes due for two consecutive years may be dissolved by the Secretary of State upon recommendation by the State Tax Commission." The memo also notes that dissolution by proclamation "will result in substantial penalties against the corporation," and that "once the corporation is dissolved, its name may no longer be used legally."

According to New York Business Corporation Law Article 1005 (a) (1), after dissolution of a company, "the corporation shall carry on no business except for the purpose of winding up its affairs." Also according to New York law, the shareholders, directors, and officers of a company that has dissolved are still responsible for any debts owed to the company's creditors if the company does not notify the creditors of the dissolution, or if the company makes a knowingly false representation of the company with intent to deceive, such as if the company appears that it is still in existence after dissolution.

Media Blasters commented on its Facebook page last week that the company is "Still here, still selling anime. Yeah [Sentai Filmworks] got [Queen's Blade] but we will be getting out Fushigi Yugi soon. Hard to survive in this new anime world." The company also revealed in March that Toho has approved for Media Blasters to release a "barebones" version of the film Godzilla vs. Megalon . Since April 2011 Media Blasters has announced that it has acquired the home video rights to Fushigi Yugi, as well as several other anime and films including Squid Girl, the live-action Riki-Oh: The Story of Ricky film, the first two seasons of Bakuman, and Kite.

Media Blasters had laid off 60% of its staff in January 2012. CEO John Sirabella had told ANN at that time that the company would ask former staff members to continue to work on a freelance basis. Sirabella also noted at that time that he expected the company to continue releasing the same number of titles as before the layoffs. In February, Media Blasters put its DVD releases of Bakuman and Ikki Tousen: Great Guardians on indefinite hold, and it also revealed in March that it has dropped its release plans for the Record of Lodoss War video anime series and the Record of Lodoss War: Chronicles of the Heroic knight television anime sequel.

The North American retailer Right Stuf also revealed on Friday that the following Media Blasters anime and live-action titles are being delayed:

Queen's Blade 2: The Evil Eye DVD Complete Series — delayed to June 5

DVD Complete Series — delayed to June 5 Fushigi Yugi Season 1 DVD Collection — delayed to June 12

Season 1 DVD Collection — delayed to June 12 Bakuman Blu-ray Part 1 — delayed to June 26

Blu-ray Part 1 — delayed to June 26 Kite Blu-ray — delayed to September 11

Blu-ray — delayed to September 11 Kanokon: The Girl Who Cried Fox TV + OVA DVD Collection — delayed to September 11

TV + OVA DVD Collection — delayed to September 11 Last Breath Blu-ray — delayed to September 11

Blu-ray — delayed to September 11 Psychotica Blu-ray — delayed to September 25

Blu-ray — delayed to September 25 Lady Ninja Kasumi DVD Collection 1 (Movies 1-3) — delayed to September 25

DVD Collection 1 (Movies 1-3) — delayed to September 25 Gamera the Brave Blu-ray — delayed to September 25

The New York-based company began releasing anime in North America in 1997. It has distributed all-audience anime under its AnimeWorks division as well as adult titles through Kitty Media. In addition to anime and manga, Media Blasters has licensed and released live-action Japanese and Asian films and television series such as GTO: The Movie, Kamen Rider the First, and Takashi Miike's The Great Yokai War .

Media Blasters did not respond to ANN's requests for comment before press time.

Thanks to Mikhail Koulikov for his help in researching this article.

Update: Clarified subheadline.

Update 2: Media Blasters posted the following statement on its Facebook page on Friday regarding ANN's article:

Explanation of ANN story. For all concerned about the ANN story, MB is not out of business or closing down its operation. What happen was the following. MB filed extensions for 2009, 10 and 11. Without notice or us knowing it could happen, the Secretary of State took action. We have now finished our 2009, 2010 and filing and will get the action reversed. We already spoke with them. The company continues to run, continues to release titles. It seems during the last TAF, our competitors decided to spread this paper around which has made life difficult. As for the article in ANN, they never contacted us nor even gave us a chance to comment.

ANN CEO Christopher Macdonald provided this comment:

We left 3 voice mails with John Sirabella (CEO), and one with Andy Vidal (CFO). We also sent an e-mail to Sirabella and Vidal on Monday. Sirabella's bounced, but Vidal's did not.