Laws, Regulations & Annotations

Business Taxes Law Guide – Revision 2014
 

Sales and Use Tax Annotations


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S

535.0000 SUCCESSOR'S LIABILITY—Regulation 1702

Annotation 535.0040

535.0040 Survivor's Liability. Corporation A enters into a statutory merger with Corporation B followed by a statutory merger with Corporation C, who is the survivor. Notices of Determination are issued to Corporations A and B. Corporation C may file petitions for redetermination of those determinations since, as the survivor of the statutory mergers, it now stands in the place of the two disappearing corporations. Whatever those corporations owed at the time of the mergers, Corporation C now owes as if it had incurred the liability itself. Thus, if there remains any tax due after the administrative proceedings on the determinations issued against the two disappearing corporations, Corporation C, as the survivor of the mergers, will owe that liability. This would not be liability as a successor, but rather Corporation C will have direct liability as if it were the two disappearing corporations, since, by virtue of the mergers, it effectively was. Accordingly, with respect to the determinations issued against Corporations A and B, Corporation C may file petitions for redetermination of its potential tax liability. 7/2/92. (Am. 2000–1).