Ohio Department of Taxation v. B/G 98 Co.

Gorman, Presiding Judge.

The issue in this appeal is whether the defendant-appellee, B/G 98 Co., LLC, a successful bidder for the purchase of a debtor company’s assets in bankruptcy court, is liable to the plaintiff-appellant, the Ohio Department of Taxation, for the unpaid state sales tax of the debtor company. Under R.C. 5739.14 and 5747.07(H), the tax liability of a successor company is triggered when the successor company “fails to withhold” from the purchase money an amount sufficient to pay the unpaid taxes, interest, and penalties. Reasoning that B/G was unable to withhold such monies…