Getting the DOES side right
- Pay any open DOES balance and bring your wage reports current before you go to market.
- Share your current unemployment tax rate and claims history with the buyer in diligence.
- Tell your attorney how the buyer plans to handle your employees and goodwill.
- Give the buyer the sale documents it will upload to DOES as a successor.
- Keep reporting and paying through the closing date, then confirm with DOES how your own account ends.
Your rate goes with the business
The Department of Employment Services (DOES) runs unemployment insurance in the District. Every employer has an account, a tax rate and an experience rating history built from its past claims.
When an employer transfers all or part of its trade or business to another employer, DOES treats the buyer as a successor. The successor inherits the seller's tax rate and experience rating history.
In plain terms, your record follows the business you built. If your former employees have rarely filed claims, that history is something the buyer keeps. If the history is heavy with claims, the buyer keeps that too.
This guide is for companies located in the District. A company based in Maryland or Virginia follows that state's rules instead.
Why a buyer cares about your rating
A buyer looks at your unemployment rate the same way it looks at your rent or your insurance premiums: as a cost it will carry after closing.
For a business with a large payroll, a better rate is a small but real advantage. It is one more line of proof that the company is steady, with staff who stay.
Expect a careful buyer to ask for your current rate notice and claims history during diligence.
For context, DOES set the 2026 rate for new employers at 2.7%, plus a 0.2% administrative assessment, on a taxable wage base of $9,000 per employee. Your own rate may be higher or lower depending on your history.
When DOES may not treat the buyer as a successor
Successor status is the usual result, not an automatic one. DOES can decline it when all three of these are true:
- The buyer took on none of the seller's obligations.
- The buyer did not continue the seller's goodwill.
- The buyer did not keep substantially the same employees.
Most sales of a going business look nothing like that, because the whole point is to buy the goodwill and keep the team. A deal that strips out a few machines and leaves the workforce behind looks different.
If the structure of your deal is unusual, ask your attorney to confirm with DOES how it is likely to be treated. Do not rely on a guess from either side.
Two kinds of buyer, two outcomes
A buyer that already employs people in DC
A successor that was already a DC employer keeps its own rate for the rest of that year. Your history still transfers. It just does not set the buyer's rate right away.
A buyer new to the District
A new successor takes your rate. It registers in the DOES Employer Self Service Portal and uploads the succession documents as part of registering. Your attorney and the buyer's should agree early on which sale documents it will need from you.
Many buyers set up a new company just to make the acquisition. That company is usually new to DOES, so this second path is common in small and mid sized deals.
What you still owe before you are done
An open DOES balance is a problem twice over. It can block your Certificate of Clean Hands, which buyers often want before closing. And a successor that inherits your account will want to know nothing is left unpaid on it.
So bring the account current well before closing. File every wage report that is due, pay every contribution, and clear any penalties. Keep doing that through the closing date.
After closing, confirm with DOES how your own account is closed or transferred and whether any final report is needed. The details depend on whether you sold assets or shares and on what remains of your company afterward.
Where this fits with the rest of the paperwork
The DOES account is one of several District items to wrap up after a sale. The others are mostly OTR filings, such as the final D-30 or D-20 and the final FP-31.
None of them are hard on their own. The trouble comes from leaving them to the last month. The step by step outline shows where the cleanup fits in a typical sale, from first valuation to the closing table.
If you are considering a sale of your District company and want to know where to start, send a short request or call (202) 555-0174.