---
kind: "section"
citation: "29 U.S.C. § 1369"
title: "29"
title_heading: "Labor"
number: "1369"
heading: "Treatment of transactions to evade liability; effect of corporate reorganization"
release: "119-102"
date: "2026-07-12"
url: "https://uscodex.org/usc/29/1369"
units:
  - "Chapter 18 — Employee Retirement Income Security Program"
  - "Subchapter III — Plan Termination Insurance"
  - "Subtitle D — Liability"
---

# §1369. Treatment of transactions to evade liability; effect of corporate reorganization

- (a) **Treatment of transactions to evade liability—** If a principal purpose of any [person](/usc/29/1301.md?p=a-20) in entering into any transaction is to evade liability to which such [person](/usc/29/1301.md?p=a-20) would be subject under this subtitle and the transaction becomes effective within five years before the termination date of the termination on which such liability would be based, then such [person](/usc/29/1301.md?p=a-20) and the members of such [person](/usc/29/1301.md?p=a-20)’s [controlled group](/usc/29/1083.md?p=k-6-C) (determined as of the termination date) shall be subject to liability under this subtitle in connection with such termination as if such [person](/usc/29/1301.md?p=a-20) were a contributing sponsor of the terminated plan as of the termination date. This subsection shall not cause any [person](/usc/29/1301.md?p=a-20) to be liable under this subtitle in connection with such plan termination for any increases or improvements in the benefits provided under the plan which are adopted after the date on which the transaction referred to in the preceding sentence becomes effective.
- (b) **Effect of corporate reorganization—** For purposes of this subtitle, the following rules apply in the case of certain corporate reorganizations:
  - (1) **Change of identity, form, etc.** If a [person](/usc/29/1301.md?p=a-20) ceases to exist by reason of a reorganization which involves a mere change in identity, form, or place of organization, however effected, a [successor](/usc/29/1301.md?p=a-14-C-ii-IV) corporation resulting from such reorganization shall be treated as the [person](/usc/29/1301.md?p=a-20) to whom this subtitle applies.
  - (2) **Liquidation into parent corporation—** If a [person](/usc/29/1301.md?p=a-20) ceases to exist by reason of liquidation into a parent corporation, the parent corporation shall be treated as the [person](/usc/29/1301.md?p=a-20) to whom this subtitle applies.
  - (3) **Merger, consolidation, or division—** If a [person](/usc/29/1301.md?p=a-20) ceases to exist by reason of a merger, consolidation, or division, the [successor](/usc/29/1301.md?p=a-14-C-ii-IV) corporation or corporations shall be treated as the [person](/usc/29/1301.md?p=a-20) to whom this subtitle applies.

## Source credit

(Pub. L. 93–406, title IV, § 4069, as added Pub. L. 99–272, title XI, § 11013(a), Apr. 7, 1986, 100 Stat. 260.)

## Notes

### Statutory Notes and Related Subsidiaries

### Effective Date

Pub. L. 99–272, title XI, § 11013(b), Apr. 7, 1986, 100 Stat. 261, provided that: “Section 4069(a) of the Employee Retirement Income Security Act of 1974 (as added by subsection (a)) [subsec. (a) of this section] shall apply with respect to transactions becoming effective on or after January 1, 1986.”

Section effective Jan. 1, 1986, with certain exceptions, see section 11019 of Pub. L. 99–272, set out as an Effective Date of 1986 Amendment note under section 1341 of this title.