Assessments against reorganized business entity
(1) As used in this section, “reorganized business entity” means a business entity that, while operating substantially the same business as the employer, has been converted to a different form of business entity from that of the employer or has changed ownership from that of the employer, except that a business entity is not a “reorganized business entity” solely because of a transfer of assets or because of a transfer of an interest of an investor who has no right to manage the business entity, including, but not limited to, the interest of:
(a) A person that is solely a minority shareholder in a corporation;
(b) A member of a manager-managed limited liability company; and
(c) A limited partner of a limited partnership that does not participate in the control of the business of the limited partnership.
(2) For any amounts owed by an employer for contributions or interest assessed under ORS 657.681 (Computation and assessment of employer contributions and interest) or for taxes, interest or penalties that may be collected under ORS 657.642 (Alternative remedies for collection of taxes, interest and penalties), the Director of the Employment Department may transfer those amounts to and assess those amounts against a reorganized business entity.
(3) For the purposes of this section, factors the director may consider when determining if a business entity is operating substantially the same business as the employer include, but are not limited to, whether the business entity:
(a) Operates from the same physical location as did the employer owing the debt.
(b) Provides the same services or manufactures the same products as did the employer owing the debt.
(c) Has one or more of the same:
(A) Corporate directors or officers as did the employer owing the debt.
(B) Owners or holders of a direct or indirect interest in the employer as did the employer owing the debt.
(4) A reorganized business entity against which an amount is assessed under this section may appeal the assessment by filing with the director an application for hearing under ORS 657.683 (Hearings on actions under ORS 657.480, 657.679, 657.681 and 657.682) within 20 days after the mailing of a written notice of the assessment to the last-known address of the reorganized business entity of record with the director. [2005 c.214 §2]
Note: 657.682 (Assessments against reorganized business entity) was added to and made a part of ORS chapter 657 by legislative action but was not added to any smaller series therein. See Preface to Oregon Revised Statutes for further explanation.
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