Legislature(2001 - 2002)
2002-04-25 House Journal
Full Journal pdf2002-04-25 House Journal Page 3137 HB 499 The following was read the second time: 2002-04-25 House Journal Page 3138 HOUSE BILL NO. 499 "An Act relating to the sale, lease, exchange, or other disposition of business property and assets." with the: Journal Page JUD RPT CS(JUD) NT 2DP 4NR 3063 FN1: ZERO(CED) 3064 Representative Foster moved and asked unanimous consent that the following committee substitute be adopted in lieu of the original bill: CS FOR HOUSE BILL NO. 499(JUD) "An Act declaring legislative intent to reject the continuity of enterprise exception to the doctrine of successor liability adopted in Savage Arms, Inc. v. Western Auto Supply, 18 P.3d 49 (Alaska 2001) as it relates to products liability; providing that a successor corporation or other business entity that acquires assets of a predecessor corporation or other business entity is subject to liability for harm to persons or property caused by a defective product sold or otherwise distributed commercially by the predecessor only if the acquisition is accompanied by an agreement for the successor to assume the liability, results from a fraudulent conveyance to escape liability for the debts or liabilities of the predecessor, constitutes a consolidation or merger with the predecessor, or results in the successor's becoming a continuation of the predecessor; defining 'business entity' that acquires assets to include a sole proprietorship; and applying this Act to the sale, lease, exchange, or other disposition of assets by a corporation, a limited liability company, a partnership, a limited liability partnership, a limited partnership, a sole proprietorship, or other business entity that occurs before, on, or after the effective date of this Act." There being no objection, it was so ordered. Amendment No. 1 was offered by Representative Berkowitz: Page 2, line 2 (title amendment): Delete "before, on, or" 2002-04-25 House Journal Page 3139 Page 2, line 30: Delete "before, on, or" Representative Berkowitz moved and asked unanimous consent that Amendment No. 1 be adopted. Representative Rokeberg objected. Representative Mulder placed a call of the House. The call was satisfied. The question being: "Shall Amendment No. 1 be adopted?" The roll was taken with the following result: CSHB 499(JUD) Second Reading Amendment No. 1 YEAS: 12 NAYS: 25 EXCUSED: 3 ABSENT: 0 Yeas: Berkowitz, Cissna, Coghill, Crawford, Croft, Davies, Halcro, Hudson, Joule, Kapsner, Kerttula, Kookesh Nays: Bunde, Chenault, Dyson, Fate, Foster, Green, Harris, Hayes, James, Kohring, Kott, Lancaster, Masek, McGuire, Meyer, Morgan, Moses, Mulder, Murkowski, Rokeberg, Scalzi, Stevens, Whitaker, Williams, Wilson Excused: Guess, Ogan, Porter And so, Amendment No. 1 was not adopted. Amendment No. 2 was offered by Representative Kerttula: Page 2, line 21, following "predecessor;": Delete "or" Page 2, line 23: Delete "." Insert "; or" 2002-04-25 House Journal Page 3140 Page 2, following line 23: Insert a new paragraph to read: "(5) the transfer amounts to little more than a sham transaction to avoid liabilities." Representative Kerttula moved and asked unanimous consent that Amendment No. 2 be adopted. Objection was heard. Amendment to Amendment No. 2 was offered by Representative Kerttula: Delete "sham" Insert "deceptive" Representative Kerttula moved and asked unanimous consent that Amendment to Amendment No. 2 be adopted. Representative Rokeberg objected. The Speaker Pro Tempore stated that, without objection, CSHB 499(JUD) would be moved to the bottom of the calendar.