Your reemployment tax steps
- Pull your recent reemployment tax rate notices and share your rate with the buyer during diligence
- Agree in the purchase agreement whether the buyer will apply to take your experience rating
- File your final quarterly RT-6 report covering wages through the closing date
- Ask the Department of Revenue to close your reemployment tax account
- Remind the buyer that their written notice is due within 90 days after the takeover
What this account is and who runs it
Reemployment tax is Florida's name for state unemployment tax. Employers pay it on wages, and the money funds benefits for workers who lose their jobs. The Department of Revenue runs the tax side.
Each employer has an account and a rate. Over time, your rate reflects your own history of former employees drawing benefits. That history is called your experience rating.
When you sell, two questions come up. What do you file to finish your side? And what happens to the rating you built? The answers depend partly on what the buyer does.
Your final RT-6 report
The RT-6 is the quarterly employer report you or your payroll provider already file. After a sale, you file a final RT-6 for the quarter in which you stopped paying wages.
That final report covers the wages you paid through closing, and the tax due on them. If your payroll service files for you, tell them the closing date early so the last report is marked final and nothing is missed.
Once the final report is filed and paid, you ask the Department of Revenue to close the account. A closed, fully paid account is also one less thing to explain if the buyer asks about your Florida tax clearance.
When the buyer keeps your team
Most buyers of an established company keep the staff. The people are a big part of what they are paying for. That creates a choice about the reemployment tax rate.
A buyer that takes over all or part of your business and its workforce can apply to take your experience rating. The form is the RTS-1S, and it moves your history to the buyer's account.
The buyer must notify the Department of Revenue in writing within 90 days after the takeover. Treat that deadline as firm and put it on the closing checklist with a date beside it.
- The application is the buyer's to file, but they need details only you have.
- Be ready to share account numbers, rate notices and payroll history.
- Note the transfer decision in the purchase agreement so nobody forgets.
Is taking your rate a good deal for the buyer?
It depends on your history. New employers in Florida otherwise start at a 2.7% rate. If your rate is lower because few former workers ever claimed, your rating is worth having.
If your rate is higher, perhaps after a slow year with layoffs, the buyer may prefer to start fresh at 2.7%. That is a fair choice for them, and it does not hurt you.
Either way, share your rate notices during diligence. Buyers look at labor costs closely, especially in fields with large crews like security guard companies and moving companies.
When the transfer is not optional
If the buyer and seller share ownership, management or control, the transfer of the experience rating is mandatory. The new company takes the old rate whether it wants it or not.
This comes up in family sales, sales to a partner, and deals where you keep a stake in the buying company. It stops a business from shedding a high rate by moving the same operation into a new entity.
If any overlap exists between the two sides, tell your CPA early. It changes both the buyer's numbers and the paperwork.
When you sell shares instead of assets
In a sale of stock or membership interests, the company itself usually stays the employer. Only the owners change. In that case the account normally stays open under the same entity.
You still want the account current and paid through closing, and the buyer should update contacts and officers. Ask your CPA to confirm how your deal is treated before you file anything as final.
Keep the last word on payroll
In an asset sale, your employees usually finish closing day on your payroll and start the next day on the buyer's. Your last paychecks, and the wages on them, belong on your final report.
Decide early how unused paid time off is handled. Some buyers honor it and adjust the price, while others ask you to pay it out at closing. Either way, it changes your final wage totals.
Final payroll, final reports and the account closure are easy to lose in the rush of a closing week. Put them on a dated list with your bookkeeper or payroll service. Our approach page shows where they fit.
Your CPA or closing attorney should confirm the filings for your structure, since asset and stock deals are handled differently.
If you are still deciding when to sell, start with what the company is worth. Request a private value range or call (904) 555-0129.