Section 197. Payment of tax and penalties

1. To the extent the taxes and
  fees imposed by this article shall not have been previously paid,
    (a) such taxes and fees, or the balance thereof, shall be  payable  to
  the tax commission in full at the time the taxpayer's report is required
  to be filed, and
    (b)  such  taxes  and  fees,  or  the  balance thereof, imposed on any
  taxpayer which ceased to exercise its franchise or to be subject to  any
  of the taxes or fees imposed by this article shall be payable to the tax
  commission  at the time the report is required to be filed, provided any
  such tax or fee of a domestic corporation which continues to possess its
  franchise shall be  subject  to  adjustment  as  the  circumstances  may
  require;  all  other taxes and fees of any such taxpayer, which pursuant
  to the foregoing provisions of this section would otherwise  be  payable
  subsequent  to  the  time  such  report  is  required to be filed, shall
  nevertheless be payable at such time.
    2. Where an application for consent to  dissolution,  as  provided  by
  section one thousand four of the business corporation law, is filed with
  the  commissioner  of  taxation and finance, such consent shall be given
  only if the commissioner of taxation and  finance  ascertains  that  all
  fees  and  taxes  imposed  under this chapter or any related statute, as
  defined in  section  eighteen  hundred  of  this  chapter,  as  well  as
  penalties  and  interest  charges  related  thereto, accrued against the
  corporation have been paid, and where such application  for  consent  to
  dissolution is filed with such commissioner prior to the commencement of
  any  tax  year or period, by a corporation subject to tax under articles
  nine or nine-a of this chapter, such corporation shall not be liable for
  any tax imposed by said articles  for  such  following  year  or  period
  (except  as may be otherwise provided in section one hundred ninety-one,
  subdivision nine of section one hundred eighty-two, subdivision nine  of
  section  one  hundred  eighty-two-a,  subdivision  nine  of  section one
  hundred eighty-two-b and subdivision three of section two  hundred  nine
  of  this chapter), provided that the certificate of dissolution for such
  corporation is duly filed in the office of the secretary of state within
  ninety days after the commencement of such tax year or period  and  such
  corporation does not conduct business in such tax year or period.
    3.  Notwithstanding  any  other  provision  of  this  article, the tax
  commission may grant a reasonable extension of time for payment  of  any
  tax  or  fee  imposed  by this article under such conditions as it deems
  just and proper.