2001 Legislation
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HOUSE BILL NO. 236 – Wine distributor business, transfer

HOUSE BILL NO. 236

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Daily Data Tracking History



H0236...........................................................by BUSINESS
WINE DISTRIBUTORS - Adds to existing law to require notice prior to the
transfer of a distributor's business; to require consent of a vintner,
winery, importer, or dealer to a transfer of a distributor's business under
certain conditions; to prohibit certain conduct by vintners, wineries,
importers or dealers; to provide for burdens of proof in legal actions or
other dispute resolution proceedings; to provide that successors in
interest to distributors shall be bound by the terms and conditions of an
agreement in effect on the date of such succession; to provide that
transferees shall be bound by the terms and conditions of an agreement in
effect on the date of the transfer; and to provide a definition.
                                                                        
02/14    House intro - 1st rdg - to printing
02/15    Rpt prt - to Bus

Bill Text


                                                                        
                                                                        
  ||||              LEGISLATURE OF THE STATE OF IDAHO             ||||
 Fifty-sixth Legislature                  First Regular Session - 2001
                                                                        
                                                                        
                              IN THE HOUSE OF REPRESENTATIVES
                                                                        
                                     HOUSE BILL NO. 236
                                                                        
                                   BY BUSINESS COMMITTEE
                                                                        
  1                                        AN ACT
  2    RELATING TO THE COUNTY OPTION KITCHEN AND TABLE WINE ACT; AMENDING CHAPTER 13,
  3        TITLE 23, IDAHO CODE, BY THE ADDITION OF A  NEW  SECTION  23-1328B,  IDAHO
  4        CODE,  TO REQUIRE NOTICE PRIOR TO TRANSFER OF A DISTRIBUTOR'S BUSINESS, TO
  5        REQUIRE THE CONSENT OF A VINTNER, WINERY, IMPORTER OR DEALER TO A TRANSFER
  6        OF A DISTRIBUTOR'S BUSINESS UNDER CERTAIN CONDITIONS, TO PROHIBIT  CERTAIN
  7        CONDUCT BY VINTNERS, WINERIES, IMPORTERS OR DEALERS RELATING TO A TRANSFER
  8        OF  A  DISTRIBUTOR'S  BUSINESS,  TO  PROVIDE FOR BURDENS OF PROOF IN LEGAL
  9        ACTIONS OR OTHER DISPUTE RESOLUTION PROCEEDINGS, TO PROVIDE  THAT  SUCCES-
 10        SORS  IN  INTEREST  TO DISTRIBUTORS SHALL BE BOUND BY THE TERMS AND CONDI-
 11        TIONS OF AN AGREEMENT IN EFFECT ON THE DATE OF SUCH SUCCESSION, TO PROVIDE
 12        THAT TRANSFEREES SHALL BE BOUND BY THE TERMS AND CONDITIONS OF  AN  AGREE-
 13        MENT  IN  EFFECT  ON  THE  DATE  OF  THE  TRANSFER  AND TO DEFINE THE TERM
 14        "DESIGNATED MEMBER."
                                                                        
 15    Be It Enacted by the Legislature of the State of Idaho:
                                                                        
 16        SECTION 1.  That Chapter 13, Title 23, Idaho Code, be,  and  the  same  is
 17    hereby  amended by the addition thereto of a NEW SECTION, to be known and des-
 18    ignated as Section 23-1328B, Idaho Code, and to read as follows:
                                                                        
 19        23-1328B.  NOTICE OF TRANSFER OF  DISTRIBUTOR'S  BUSINESS  --  CONSENT  OF
 20    VINTNER,  WINERY, IMPORTER OR DEALER -- CONDITIONS UPON TRANSFER OR SUCCESSION
 21    IN INTEREST. (1) A distributor who  proposes  to  transfer  the  distributor's
 22    business  shall give written notice of such proposed transfer, at least thirty
 23    (30) days prior to the date specified in the  notice  for  completion  of  the
 24    transfer, to any vintner, winery, importer or dealer with whom the distributor
 25    has an agreement, whether written or oral, under which the distributor has the
 26    right  to purchase wine sold by the vintner, winery, importer or dealer and to
 27    resell such wine within the state of Idaho. Provided however, except as other-
 28    wise provided in subsection (2) of this section, in the event of a transfer to
 29    a designated member, the designated member shall give written  notice  of  the
 30    transfer  to  the vintner, winery, importer or dealer within a reasonable time
 31    after the transfer is completed.
 32        (2)  The written consent of the vintner, winery, importer or dealer  shall
 33    be  required  for a transfer of the distributor's business prior to the effec-
 34    tive date of such transfer to a person other than a  designated  member.  Pro-
 35    vided  however,  written  consent  from  a vintner, winery, importer or dealer
 36    shall be required for a transfer of the distributor's business to a designated
 37    member if any of the following conditions apply:
 38        (a)  The designated member has been convicted of a felony under  the  laws
 39        of any state or the federal government, if such conviction would adversely
 40        affect  the  good  will  or  interests of the vintner, winery, importer or
 41        dealer;
 42        (b)  The designated member has had a license for the sale of beer, wine or
 43        any alcoholic beverage suspended or revoked by a regulatory agency of  any
                                                                        
                                           2
                                                                        
  1        state  or  the federal government and such suspension or revocation inter-
  2        rupted service by the designated member for a period of more  than  thirty
  3        (30) days;
  4        (c)  The designated member is insolvent within the definition of 11 U.S.C.
  5        section 101 or there has been a liquidation, dissolution or assignment for
  6        the  benefit  of creditors of substantially all of the designated member's
  7        business or assets, or an order for relief under 11  U.S.C.  sections  701
  8        through 766 has been entered with respect to the designated member; or
  9        (d)  A  previous  agreement between the designated member and the vintner,
 10        winery, importer or dealer has been terminated, canceled or not renewed by
 11        the vintner, winery, importer or dealer for good cause.
 12        (3)  If the transferee is a designated member, a vintner, winery, importer
 13    or dealer shall not interfere with, prevent or unreasonably delay the transfer
 14    of the distributor's business. As used in  this  subsection,  an  unreasonable
 15    delay  means  a  delay  of  thirty  (30) days or more following the service of
 16    notice required in subsection (2) of this section and the receipt of all mate-
 17    rial information reasonably requested by  the  vintner,  winery,  importer  or
 18    dealer for purposes of determining whether the transfer to the designated mem-
 19    ber  may  require  the  consent of the vintner, winery, importer or dealer. If
 20    such consent is required, a vintner, winery, importer or dealer may not  with-
 21    hold   the  consent  or  unreasonably  interfere  with  the  transfer  of  the
 22    distributor's business if the designated member meets reasonable standards and
 23    qualifications that are material and nondiscriminatory.
 24        (4)  If the transferee is not a  designated  member,  a  vintner,  winery,
 25    importer  or dealer may not withhold consent or unreasonably interfere with or
 26    delay the transfer of the distributor's business if the transferee meets  rea-
 27    sonable  standards and qualifications that are material and nondiscriminatory.
 28    As used in this section, unreasonable delay means a delay of thirty (30)  days
 29    or more following the receipt of all material information reasonably requested
 30    by the vintner, winery, importer or dealer for purposes of determining whether
 31    the transferee meets reasonable standards and qualifications.
 32        (5)  In  any legal action or other dispute resolution proceeding between a
 33    distributor and a vintner, winery, importer or dealer relating to the  refusal
 34    of  the  vintner, winery, importer or dealer to consent to the transfer of the
 35    distributor's business, the distributor shall have the burden of proving  that
 36    the  vintner,  winery, importer or dealer withheld consent, interfered with or
 37    delayed the proposed transfer of the distributor's business. Upon  such  prima
 38    facie  showing,  the vintner, winery, importer or dealer shall have the burden
 39    of proving that the proposed transferee does not meet reasonable standards and
 40    qualifications.
 41        (6)  A transferee who continues to operate a distributor's business  shall
 42    have  the  benefit of, and be bound by, all terms and conditions of the agree-
 43    ment with the vintner, winery, importer or dealer which are in effect  on  the
 44    date of the transfer.
 45        (7)  With  respect to wine, a successor to the interest of a vintner, win-
 46    ery, importer or dealer, whether such interest is acquired by  purchasing  the
 47    wine brand name or all or substantially all of the stock or assets of the sup-
 48    plier  of  that wine or through the granting of the marketing rights to a par-
 49    ticular brand or brands of wine, who continues to sell such brand or brands of
 50    wine to distributors for resale within this state shall be bound by all  terms
 51    and  conditions of each agreement with distributors which relate to such brand
 52    or brands of wine and which are in effect on the date  of  the  succession  to
 53    such interest.
 54        (8)  As used in this section, "designated member" means:
 55        (a)  The spouse, child, grandchild, parent or sibling of an individual who
                                                                        
                                           3
                                                                        
  1        owned an interest in a distributor;
  2        (b)  Any person who inherits an ownership interest in a distributor;
  3        (c)  The  appointed  and qualified personal representative or testamentary
  4        trustee of a deceased individual owning an interest in a distributor;
  5        (d)  The person appointed by a court as the guardian or conservator of the
  6        property of an incapacitated individual owning an interest in a  distribu-
  7        tor; or
  8        (e)  A  person  who  has  succeeded to the deceased individual's ownership
  9        interest in the distributor pursuant to a written contract  or  instrument
 10        which  has  been  previously  approved  in writing by the vintner, winery,
 11        importer or dealer.

Statement of Purpose / Fiscal Impact


                      STATEMENT OF PURPOSE
                                
                            RS 11042
                                

This proposal provides the procedure by which a wine distributor
may transfer the distributor's wine business to a successor
distributor.  The legislation provides for notice of a proposed
transfer to be given to the wine supplier prior to a transfer and
requires the supplier's consent to a transfer, which cannot be
unreasonably withheld if the transferee meets reasonable standards
and qualifications.  The proposal provides, however, that in the
case of certain transfers, such as to a spouse, child, parent, or
brother or sister, consent to the transfer is not required except
under certain specified circumstances.


                    
                          FISCAL NOTE
There is no fiscal impact associated with this legislation




CONTACT:  Bill Roden
          Jeremy Pisca
          Idaho Beer & Wine Distributors Assn.
          (208) 336-7930 


STATEMENT OF PURPOSE/FISCAL NOTE                       H 236