What Each State Requires at Closing
Every State Read So Far
46 of 46
| Alabama | Withhold until cleared | Certificate of good standing from the Department of Revenue | Code of Alabama sections 40-23-25 and 40-23-82 |
|---|---|---|---|
| Arizona | Withhold until cleared | Tax Clearance Application, Form 10523, answered within fifteen days | A.R.S. section 42-1110 |
| California | Withhold until cleared | Certificate of tax clearance from the CDTFA | California Revenue and Taxation Code sections 6811 and 6812 |
| Colorado | Withhold until cleared | Tax Status Letter, requested on Form DR 0096 for a fee of $7 per tax | Colorado Department of Revenue, buying or selling a business |
| Connecticut | Withhold until cleared | Tax Clearance Certificate, Form AU-712, issued within sixty days of a written request | Conn. Gen. Stat. section 12-424 |
| Delaware | Nothing required at closing | None published | 30 Del. C. section 560 |
| Florida | Withhold until cleared | Certificate of Compliance, or a transferee-liability audit requested on Form DR-843 | Florida Statutes section 212.10 |
| Georgia | Withhold until cleared | Tax Clearance Certificate from the Department of Revenue | O.C.G.A. section 48-8-46 |
| Hawaii | Withhold until cleared | Department's bulk sale certificate, reported on Form G-8A, which the statute makes a complete defense to the liability | HRS section 237-43 |
| Idaho | Withhold until cleared | Seller's receipt stating that no amount is due, or the commission's written statement of the amount owed, due in thirty days and in any event sixty | Idaho Code section 63-3628 |
| Illinois | Notify before closing | Form CBS-1, answered by a bulk sales release | 35 ILCS 120/5j |
| Indiana | Notify before closing | Notice of Transfer in Bulk, State Form 57309, cleared within twenty days | Indiana successor liability on a bulk transfer, State Form 57309 |
| Iowa | Withhold until cleared | Immediate Successor Liability statement, Form 14-109a | Iowa Code section 423.33(2) |
| Kansas | Lien on the assets | Tax clearance certificate or letter from the Department of Revenue | K.S.A. 79-3612 |
| Kentucky | Withhold until cleared | Department's certificate, issued within sixty days of a written request and never later than ninety | KRS 139.670 |
| Louisiana | Withhold until cleared | Letter of Good Standing from the Department of Revenue | La. R.S. 47:308 |
| Maine | Withhold until cleared | State Tax Assessor's receipt showing the taxes are paid, or a certificate that no trust fund taxes, interest or penalties are due | 36 M.R.S. section 177(6) |
| Maryland | Lien on the assets | No certificate is named in the section itself; it is a claim against the transfer rather than a clearance regime | Maryland Tax-General section 11-505 |
| Massachusetts | Lien on the assets | Waiver of the lien, or a certificate of good standing under section 52 | M.G.L. chapter 62C section 51 |
| Michigan | Withhold until cleared | Tax clearance certificate, requested on Form 5156, or the Treasury missing its sixty days | MCL 205.27a |
| Minnesota | Notify before closing | Notice of Business Transfer, Form C50 | Minn. Stat. section 270C.57 |
| Missouri | Withhold until cleared | Certificate of No Tax Due, issued within fifteen business days and good for a hundred and twenty | Section 144.150 RSMo |
| Montana | Withhold until cleared | Department of Revenue's receipt showing payment in full, its statement that tax is not due, or six months' silence after the buyer's written notice | 15-68-808, MCA |
| Nebraska | Withhold until cleared | Tax Clearance Application, Form 36, answered within sixty days and best filed well before closing | Neb. Rev. Stat. section 77-2707 |
| Nevada | Withhold until cleared | Department's certificate, due within sixty days of a written request and never later than ninety | NRS 360.525 |
| New Hampshire | Nothing required at closing | None published | RSA 21-J:38 |
| New Jersey | Notify before closing | Form C-9600, answered by an escrow letter and then a clearance letter | New Jersey bulk sale notification |
| New Mexico | Withhold until cleared | Tax clearance, due within thirty days of a complete request or sixty where an audit is needed, and the buyer is released if the state misses it | Section 7-1-61 NMSA 1978 |
| New York | Notify before closing | Form AU-196.10, answered by the department's Form AU-196.2 | New York bulk sale notification |
| North Carolina | Withhold until cleared | Tax collector's receipt, or a certificate that no tax is due | N.C.G.S. section 105-164.38 |
| Ohio | Withhold until cleared | Tax commissioner's receipt, or a certificate that no tax is due | Ohio Revised Code section 5739.14 |
| Oklahoma | No permit until it is settled | Sales tax permit itself, issued once the seller's liability is settled | Okla. Admin. Code section 710:65-9-4 |
| Oregon | Notify before closing | Department's receipt, or eighteen months' silence after the buyer's written notice of the acquisition | ORS 317A.146 |
| Pennsylvania | Notify before closing | Bulk sale clearance certificate, applied for on Form REV-181 | Pennsylvania bulk sale clearance |
| Rhode Island | Notify before closing | Letter of good standing from the tax division | R.I. Gen. Laws section 44-19-22 |
| South Carolina | Lien on the assets | Certificate of Compliance, Form C-268, obtained no more than thirty days before the transfer | S.C. Code Ann. section 12-54-124 |
| Tennessee | Withhold until cleared | Department's receipt or certificate, or a seller's affidavit under penalty of perjury with the amount withheld against it | Tennessee Department of Revenue, how tax debt follows a business when purchased |
| Texas | Withhold until cleared | Certificate of No Tax Due, requested jointly on Form 86-114 | Texas Tax Code section 111.020 |
| Utah | Lien on the assets | Commission's receipt, or a certificate that no tax is due | Utah Code section 59-12-112 |
| Vermont | Notify before closing | Department of Taxes' Notice of Escrow, which the department also calls a tax certificate or clearance | 32 V.S.A. section 3260 |
| Virginia | Withhold until cleared | Tax Commissioner's receipt, or a certificate that nothing is due | Virginia Code section 58.1-629 |
| Washington | Withhold until cleared | Statement of tax status, or a revenue clearance certificate, or six months' silence after written notice | RCW 82.32.140 |
| Washington, D.C. | Notify before closing | Mayor's answer to the notice of bulk sale, reporting that no claim for tax exists | D.C. Code section 47-4461 |
| West Virginia | Lien on the assets | Tax Commissioner's receipt, or a Letter of Good Standing | W. Va. Code section 11-10-11(f) |
| Wisconsin | Withhold until cleared | Clearance certificate, requested in writing, with the department bound to answer inside sixty days and never past ninety | Wis. Stat. section 77.52(18) |
| Wyoming | Withhold until cleared | Department of Revenue's receipt showing all amounts due are paid, or a certificate that no taxes are due | W.S. 39-15-107(b)(vi) |
46 of 51 states are here. The rest have not been read at their own source, so they carry nothing rather than a guess drawn from a neighboring state. Each state guide carries its own rule beside the market data: the state guides.
Why the Wording Decides
Buy a business and the seller's unpaid sales tax can follow the assets to you, in several states up to the whole purchase price.
The rules are not the same rule, and they fall into five kinds: withhold until cleared in 27 states, notify before closing in 10 states, lien on the assets in 6 states, nothing required at closing in 2 states, and no permit until it is settled in 1 state. Deadlines and forms differ inside each kind, and the wording decides what a closing has to do.
Method & Source
Every row was read at that state's own statute site or revenue department, and the citation column links to what was read. Where a state publishes the rule in prose with no code section a reader can reach, the department page is cited instead and the row says so. The shape of each rule is a judgment made while reading the source rather than inferred from our own summary. Nothing here is legal advice: treat a row as the question to put to a lawyer in that state.