Tom Pedreira is a business law expert who answers questions on business law issues at lawyers.com.  His answers appear weekly on Ask a Lawyer. 

Mr. Pedreira was recently asked the question of whether or not a minority owner of a corporate business could be held personally liable for corporate income taxes.

In a perfect world, an ownership interest in a corporation that is properly formed and maintained would probably not, in and of itself, be sufficient to hold someone personally liable for unpaid corporate taxes. But if an owner is also a director or officer of the corporation, or otherwise an agent of the company who has responsibility for paying certain taxes, and willfully fails to pay them, then it is possible that he or she could be held personally liable for unpaid taxes, or penalties for failing to pay them. An example where problems often arise in this regard is with respect to failing to make payroll or employment tax payments. If a corporation fails to pay in withholdings from its employees, or the employer's portion of social security, etc., the IRS can come after directors, officers and/or other agents who are responsible for paying in such amounts and filing necessary returns. Being a signatory on company checking accounts is one of the first things the IRS is going to consider. (To see the archived question and the full answer, click here.)

Under Internal Revenue Code section 6672(a) a penalty can be imposed against any person required to collect, truthfully account for, and pay over any tax imposed by the Code who willfully fails to collect, or truthfully account for and pay over the tax, or who willfully attempts in any manner to evade or defeat the tax. Under section 6671(b), the term "person" includes an officer or employee of a corporation or a member or employee of a partnership, who, as an officer, employee, or member of the corporation or partnership, is under a duty to perform the act in respect of which the violation occurs.  More information can be found on the IRS website.