Rule Steel Tanks, Inc. v. Idaho Department of Labor, 317 P.3d 709

Diamond Z Trailer, Inc. transferred its entire grinder business to Rule Steel Tanks, Inc. for unemployment tax purposes under Idaho Code §72-1351A(1)(a).
Diamond Z ceased operations in spring 2009; Rule Steel began manufacturing the same grinders and marketed them as Diamond Z grinders.
Rule Steel hired a majority of Diamond Z’s laid-off employees and operated from the same address with shared branding and personnel contacts.
Diamond Z’s assets, goodwill, dealer relationships, and some equipment were acquired by Rule Steel through a creditor sale following Diamond Z’s dissolution.
The Industrial Commission found substantial continuity of business, assets, and workforce, supporting a transfer of the trade or business to Rule Steel.
Rule Steel challenged the transfer, arguing insufficient proof by clear and convincing evidence; the Commission rejected that challenge and the Supreme Court affirmed.

Issue	Plaintiff's Argument	Defendant's Argument	Held
Did the Commission err in finding a transfer of the trade or business?	Rule Steel argued no transfer occurred.	Department argued there was a transfer under factors.	Yes, transfer found; Commission supported by evidence
Did Rule Steel prove by clear and convincing evidence that no transfer occurred?	Rule Steel contends evidence disproves transfer.	Department argues evidence supports transfer.	No; Commission’s de novo review upholds transfer
Was the weighting of 72-1351A(5) factors within the Commission’s discretion?	Rule Steel contends weighting favored Diamond Z’s transfer finding.	Department contends proper discretion to weigh factors.	Within Commission discretion; findings upheld
Does 72-1351(5)(b) require a pro rata partial transfer when the successor assumes all business?	Rule Steel argues partial transfer rule applies; would reduce experience rating.	Department argues 5(b) applies only to partial continuations, not all	Not applicable; Diamond Z’s business was not partial
Are attorney fees recoverable on appeal for the prevailing party?	Rule Steel seeks fees under §12-117.	Department seeks fee award; Rule Steel not prevailing party.	Department awarded fees; Rule Steel not prevailing party

Super Grade, Inc. v. Idaho Dept. of Commerce and Labor, 144 Idaho 386 (2007) (addresses when a portion of business is continued by the successor; supports 72-1351(5)(b) interpretation)
Moore v. Moore, 152 Idaho 245 (2011) (discretion to weigh statutory factors under 72-1351A(5))
Stark v. Assisted Living Concepts, Inc., 152 Idaho 506 (2012) (review of agency factual findings and substantial evidence)