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268.063 Personal liability.

(a) Any officer, director, or employee of a corporation or any manager, governor, member, or employee of a limited liability company who

(1) either individually or jointly with others, have or should have had control of, supervision over, or responsibility for the filing of the tax reports or paying the amounts due under this chapter, and

(2) willfully fails to file the tax reports or pay the amounts due, shall be personally liable for taxes or payments in lieu of taxes, including interest, penalties, and costs in the event the employer does not pay.

For purposes of this section, "willfulness" means that the facts demonstrate that the responsible party used or allowed the use of corporate or company assets to pay other creditors knowing that the amounts due under this chapter were unpaid. An evil motive or intent to defraud is not necessary.

(b) Any partner of a limited liability partnership, or professional limited liability partnership, shall be jointly and severally liable for taxes or payments in lieu of taxes, including interest, penalties, and costs in the event the employer does not pay.

(c) Any personal representative of the estate of a decedent or fiduciary who voluntarily distributes the assets without reserving a sufficient amount to pay the taxes, payments in lieu of taxes, interest, and penalties due shall be personally liable for the deficiency.

(d) The personal liability of any individual shall survive dissolution, reorganization, receivership, or assignment for the benefit of creditors. For the purposes of this section, all wages paid by the employer shall be considered earned from the individual determined to be personally liable.

(e) The commissioner shall make an initial determination as to personal liability. The determination shall be final unless the individual found to be personally liable within 30 calendar days after mailing of notice of determination to the individual's last known address files a protest. Upon receipt of the protest, the commissioner shall reexamine the personal liability determination and either affirm or redetermine the assessment of personal liability and a notice of the affirmation or redetermination shall be mailed to the individual's last known address. The affirmation or redetermination shall become final unless an appeal is filed within 30 calendar days after the date of mailing. Proceedings on the appeal shall be conducted in accordance with section 268.105.

HIST: 1Sp1982 c 1 s 36; 1983 c 372 s 40-44; 1985 c 281 s 1; 1Sp1985 c 14 art 9 s 75; 1986 c 444; 1Sp1986 c 3 art 1 s 82; 1987 c 385 s 31-34; 1989 c 209 art 2 s 1; 1991 c 291 art 18 s 1; 1992 c 484 s 14; 1993 c 67 s 12; 1993 c 137 s 8; 1994 c 483 s 1; 1994 c 488 s 7; 1995 c 54 s 16,17; 1996 c 417 s 25,31; 1997 c 66 s 79; 1998 c 265 s 19

Official Publication of the State of Minnesota
Revisor of Statutes