Questar Data Systems, Inc. v. Commissioner of Revenue, C9-95-1880

• Decision Date: 11 July 1996
• Docket Number: No. C9-95-1880,C9-95-1880
• Court: Minnesota Supreme Court
• Parties: QUESTAR DATA SYSTEMS, INC., Relator, v. COMMISSIONER OF REVENUE, Respondent.

Page 925

549 N.W.2d 925

QUESTAR DATA SYSTEMS, INC., Relator, v. COMMISSIONER OF REVENUE, Respondent.

No. C9-95-1880.

Supreme Court of Minnesota.

July 11, 1996.

Syllabus by the Court

When the essence of the transaction is a sale of printed materials to the customer in the regular course of the taxpayer's business, the taxpayer is not subject to a use tax on the printed materials; the taxpayer is, however, required, where applicable, to collect the appropriate sales tax from the customer.

Lawrence C. Brown, Walter A. Pickhardt, Faegre & Benson, Minneapolis, for Relator.

Hubert H. Humphrey, III, Attorney General, Michael M. Owen, Assistant Attorney General, St. Paul, for respondent.

Paul A. Zimmer, David E. Flotten, Courey, Albers, Kosanda & Zimmer, P.A., Minneapolis, for amicus curiae.

Considered and decided by the court en banc without oral argument.

OPINION

PAGE, Justice.

Questar Data System, Inc. (Questar), petitioned this court for a writ of certiorari to review an order of the Minnesota Tax Court affirming the Commissioner of Revenue's (Commissioner) use tax and interest assessment in the amount of $147,594.33. ¹ The assessment was based on unpaid use tax allegedly owed by Questar for the tax period October 1, 1989, through September 30, 1992. According to the Commissioner, Questar is a provider of research services and failed to pay the required use tax on certain printed materials used in providing research services to its customers. Questar appealed to the tax court, raising the issue of whether Questar, under Minn.Stat. § 297A.14, subd. 1 (1994), used the printed materials in the regular course of its business or whether it sold the printed materials to its customers. After a hearing, the tax court issued its findings of fact, conclusions of law, and order for judgment affirming the use tax assessment, concluding that the printed materials were used by Questar in providing research services. We reverse.

Questar, a Minnesota corporation with its principal place of business in Eagan, Minnesota, is a full-service survey-based research company that provides a number of consulting and data processing services to its customers, including data tabulation and analysis, development and design of printed materials, and preparation of reports. Questar's services are sold to the customer a la carte; that is, the customer may purchase any one service or any combination of services as the customer sees fit. Questar's customers include business customers who conduct customer and employee opinion surveys and governmental, nonprofit, and school system customers who conduct various kinds of surveys and standardized tests.

When Questar pursues a contract with a customer, Questar sends the customer a Request for Proposal (RFP), outlining the itemized costs for services either requested by the customer or deemed appropriate by Questar for the customer. The costs for printed materials and data collection and analysis services are separately itemized on the RFPs. Over 80 percent of Questar's contracts call for Questar to provide printed materials in addition to other services. When invoicing customers, Questar separately itemizes the cost for printed materials, the cost for any consulting services, and the cost for data tabulation and analysis services. The itemized cost for printed materials includes a markup of 25 to 100 percent over Questar's actual cost.

Some of Questar's customers develop and design their own printed materials, while others rely on Questar to assist them in the development and design of printed materials. Once the customer gives final approval, Questar subcontracts the actual printing of the materials to outside vendors. Though Questar does not apply for a copyright, the printed materials are stamped with a copyright symbol, along with the year and the customer's name. Questar issues a resale exemption certificate to the vendor and does not pay a sales tax on its purchase of the printed materials. The printed materials are then distributed as directed by the customer.

For customers purchasing data tabulation and analysis services, either the customer or the survey participant returns the printed materials to Questar. The results are then submitted to the customer either in report form or on a data tape. Once the results are submitted to the customer, Questar either stores, returns, or disposes of the printed materials as directed by the customer. When printed materials are stored longer than one year, Questar contacts the customer and requests permission to destroy the materials. For an additional fee, Questar will continue to store the printed materials for the customer.

In reviewing tax court decisions, we are limited by Minn.Stat. § 271.10, subd. 1, to determining: (1) whether the tax court lacked jurisdiction; (2) whether the tax court's decision was supported by the evidence or in conformity with law; or (3) whether the tax court committed an error of law. Homart Dev. Co. v. County of Hennepin, 538 N.W.2d 907, 910 (Minn.1995). Where we apply the law to facts, as in this case, the question becomes one of law, and we exercise our plenary power. Morton Bldgs. v. Commissioner of Revenue, 488 N.W.2d 254, 257 (Minn.1992).

The "general goal of the sales and use tax statutes [is] * * * to establish a complementary scheme whereby everything is presumed taxable unless specifically exempted." Morton Bldgs., 488 N.W.2d at 258. Minnesota Statutes section 297A.14, subdivision 1, provides in pertinent part:

For the privilege of using, storing, distributing, or consuming in Minnesota tangible personal property or taxable services purchased for use, storage, distribution, or consumption in this state, a use tax is imposed on every person in this state * * * on the sales price of sales at retail of the items * * *.

Therefore, Questar is obligated to pay a use tax for tangible personal property it uses, stores, distributes, or consumes in Minnesota, or to collect a sales tax where required by Minn.Stat. § 297A.02, subd. 1. "Use" is defined as including "the exercise of any right or power over tangible personal property * * * purchased from a retailer incident to the ownership of any interest in that property, except that it does not include the sale of that property in the regular course of business." Minn.Stat. § 297A.01, subd. 6 (emphasis added).

Here, we must decide whether Questar's purchases and transfer of the printed materials to its customers are exempt from the use tax as a sale within the regular course of Questar's business. Our inquiry into this issue is complicated by the fact that after the printed materials are transferred to and used by the customer, some of the materials are later returned to Questar for its use in tabulating and/or analyzing the data contained on them. The Commissioner contends that Questar's primary business is the sale of consulting and data processing services and that the use of the printed...