Ohio Admin. Code 4141-17-03 - Voluntary transfer
(A)
The transfer of a
portion of a trade or business will result in the transferee becoming a
successor in interest if all of the following requirements are satisfied:
(1)
A clearly
segregable and identifiable portion of the transferor's trade or business
located in the state of Ohio is transferred.
(2)
Immediately after
the transfer, the transferee employs substantially the same individuals covered
under the Ohio unemployment compensation law who immediately prior to the
transfer were employed in the clearly segregable and identifiable portion of
such trade or business.
(3)
An application signed by the transferor and the
transferee requesting that the transferee be made a successor in interest is
submitted to the director. The application containing all of the information in
paragraph (A)(5) of this rule will be filed with the director within ninety
days from the date the director sends notice to the transferee that the request
may qualify for a transfer of experience. Failure to submit the application
within the prescribed time limits will result in the automatic denial of the
application.
(4)
The application
referred to in paragraph (A)(3) of this rule will be signed by duly authorized
representatives of the transferor and the transferee.
(5)
In order for the
department to determine the portion of the payroll and unemployment experience
to be transferred to the transferee and also whether the transferee is eligible
for an experience rate, the application containing the following information
will be received by the director:
(a)
Address and location, trade name and description of the
portion of the business sold;
(b)
Date of the
transfer;
(c)
Date of the first employment subject to the Ohio
unemployment compensation law for the transferring portion of the business
before it was transferred;
(d)
Gross and taxable
payroll totals for individuals covered under the Ohio unemployment compensation
law attributable to the transferred portion for the four completed calendar
quarters immediately preceding the quarter in which the transfer occurred;
and
(e)
The names and social security numbers of the employees
transferred and retained by the transferee furnished in a manner approved by
the director.
(6)
If the transfer of experience is approved, the taxable
wages, contributions, voluntary contributions, amounts transferred to the
mutualized account under section
4141.24 of the Revised Code, and
charges for benefits paid, that are attributable to the transferor for all
periods prior to the date of transfer, will be transferred based on the ratio
that the taxable wages attributable to the transferred portion for the four
completed calendar quarters immediately preceding the quarter in which the
transfer occurred bears to the total taxable wages of the predecessor for the
same period. Charges for unemployment compensation benefits paid after the
effective date of the transfer, to individuals who are identified in the
application as having been transferred to the transferee, will be charged to
the account of the transferee.
(7)
The transfer of
experience will not be approved unless all of the information in paragraph
(A)(5) of this rule has been submitted in accordance with the requirements of
this rule and all contributions, interest and forfeitures due to the department
by both the transferor and transferee are paid in full no later than a date set
by the director.
(8)
For the purposes of this rule, a clearly segregable and
identifiable portion of the transferor's business means a portion of the
business, such as a division, that would have been able to operate
independently from the trade or business as a whole prior to the date of the
transfer.
(9)
The director will not approve a transfer of experience
or contribution rates of the transferee or transferor for any contribution
period with respect to which the director has determined contribution rates for
the transferee or transferor pursuant to division (G) of section
4141.24 or section
4141.48 of the Revised
Code.
(B)
The transfer of substantially all of a trade or
business will result in the transferee becoming a successor in interest if all
of the following requirements are satisfied:
(1)
Seventy-five per
cent or more of the assets of the transferor's trade or business located in the
state of Ohio are transferred to the transferee.
(2)
Immediately after
the acquisition, the transferee employs seventy-five per cent or more of the
same individuals covered under the Ohio unemployment compensation law who
immediately prior to the transfer were employed in such
business.
(3)
An application signed by the transferor and the
transferee requesting that the transferee be made a successor in interest is
submitted to the director. The application, containing all the information in
paragraph (B)(4) of this rule, will be filed with the director within ninety
days from the date the director sends notice to the transferee that the request
may qualify for a transfer of experience. Failure to submit the application
within the prescribed time limits will result in the automatic denial of the
application. Under this type of transfer, the successor in interest will assume
all of the resources and liabilities of the transferor's account, including the
transferor's entire unemployment experience. The director will revise the
contribution rates of the transferor and the transferee to reflect the results
of the successorship.
(4)
In order for the director to determine whether
substantially all of the assets of the transferor's business are transferred to
the transferee and whether, immediately after the acquisition, the transferee
employed substantially the same individuals covered under the Ohio unemployment
compensation law who immediately prior to the transfer were employed in such
trade or business, the application referred to in paragraph (B)(3) of this rule
will provide:
(a)
The number of individuals covered under the Ohio
unemployment compensation law employed by the transferor at the time of the
transfer and the number of individuals covered under the Ohio unemployment
compensation law employed by the transferee immediately after the acquisition;
and
(b)
A statement signed by the transferor and transferee
that provides:
(i)
The monetary value of the total assets of the
transferor located in the state of Ohio at the time of the acquisition,
including the valuation of real property and personal property consistent with
the employer's most recent valuation for federal tax purposes, and intangible
property including the value of patents, trademarks and goodwill;
and
(ii)
The monetary value of assets that were transferred at
the time of the acquisition as valued in paragraph (B)(4)(b)(i) of this
rule.
(5)
The application
referred to in paragraph (B)(3) of this rule will be signed by a duly
authorized representative of both the transferor and the
transferee.
(6)
The transfer of experience will not be approved unless
all of the contributions, interest and forfeitures due to the department by
both the transferor and the transferee are paid in full no later than a date
set by the director.
(7)
The director will not approve a transfer of experience
or contribution rates of the transferee or transferor under this rule for any
contribution period with respect to which the director has determined
contribution rates for the transferee or transferor pursuant to division (G) of
section 4141.24 or section
4141.48 of the Revised
Code.
Replaces: 4141-17-02, 4141-17-03
Notes
Promulgated Under: 119.03
Statutory Authority: 4141.13
Rule Amplifies: 4141.24, 4141.48
Prior Effective Dates: 01/01/1974, 05/29/1990, 05/01/1993, 06/01/1994, 03/26/1999, 12/14/1999, 01/15/2001, 01/26/2002, 01/01/2006, 08/14/2008, 03/28/2019
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