Liability for Unpaid Withholdings

(1) It is the employer’s duty to hold in trust any amount of income tax withholding and statewide transit tax withheld from employee wages and to assume custodial liability for amounts to be paid to the department. Any employer who fails to pay the tax when due is subject to penalties as provided in ORS Chapter 314, the same as any other taxpayer who fails to file a return or pay a tax when due.

(2) If a corporation or partnership is absorbed by another corporation or partnership in a statutory merger or consolidation, the resulting entity is regarded as the same employer as the absorbed entity. The new entity is liable for payment of income tax and statewide transit taxes withheld.

(3) If a corporation or partnership fails to file returns, or to pay the tax withheld when due, any or all officers, members, and employees who are responsible for exercising the duties of an employer may be held personally responsible for the returns and payments together with any interest and penalties due. Whether the person has actually exercised the duties or not is immaterial.