Withheld payroll taxes that never reach the IRS become personal debt — 100% of them, assessed against everyone with authority who paid anybody else first. Here's how the net is built and where the defenses are.
Withheld payroll taxes are legally the employees' money held in trust — and IRC 6672 makes every responsible person who willfully diverts it personally liable for 100% of it. No corporate shield, no bankruptcy discharge, and the IRS can assess several people at once for the same dollars and collect from whoever pays fastest. Letter 1153 is the formal proposal; the Form 4180 interview before it is where responsibility and willfulness get established, one signature and bank statement at a time.
Current-quarter deposits must start immediately — the TFRP conversation goes nowhere while the hole deepens.
A business payment explicitly designated to the trust-fund portion shrinks the personal exposure; undesignated payments go where the IRS pleases.
It is. Authority, signatures, who decided which bills got paid — prepare with counsel before, not after.
Appeals reverses and reduces TFRPs regularly on responsibility and willfulness facts — silence just converts the proposal into assessment.
Every notice page explains the deadline and drafts the response letter free — find yours.
Look up your IRS notice →IRC 6672's 100% penalty: when a business withholds income tax and FICA from paychecks but doesn't pay it over, the IRS can assess the entire trust-fund portion personally against every 'responsible person' who 'willfully' failed to pay it — owners, officers, bookkeepers, sometimes outside parties with check-signing authority.
Not malice — just knowing the taxes were due and paying anyone else instead. Making payroll or paying the landlord while withholdings sit unpaid is willfulness by definition. Bank-account evidence of who got paid decides most cases.
Letter 1153 starts a 60-day protest clock — appeal it. Defenses: you weren't a responsible person (no real authority over which bills got paid), or the failure wasn't willful (you learned of it and pushed to fix it). The Form 4180 interview is where the IRS builds its case; go in prepared or represented.
No FTA, and reasonable cause barely exists here — the realistic paths are the responsibility/willfulness defenses, designated payments (directing business payments to the trust-fund portion first), and collection alternatives once assessed. Prevention beats every cure.