Not sure if the stock you’re invested in is QSBS, learn more about our QSBS Monitoring Platform The IRC Section 1202 does not explicitly address transfers to trusts, but it can be implied that if the QSBS transfer is considered donative the QSBS will maintain its holding period … Read More
Partnerships can elect the Section 1045 rollover, but there are some nuances between various situations in terms of who has the authority to purchase replacement QSBS. The IRS has laid out detailed guidelines over the treatment of the Section 1045 rollover for partnerships. The guidelines are summarized … Read More
Section 1202(f) states "If any stock in a corporation is acquired solely through the conversion of other stock in such corporation which is qualified small business stock in the hands of the taxpayer then (1) the stock so acquired shall be treated as qualified small business stock … Read More
A Section 368 tax-free E reorganization or recapitalization can involve various structures, but the most commonly used structure for QSBS is a stock for stock exchange or assets for stock exchange. The tax-free reorganization will defer any gains recognized at the time of the sale until the … Read More
Under Section 1202(h)(4) the holder of QSBS can exchange their stock for other QSBS or non-QSBS stock when electing Section 351(a). Section 351(a) allows the holder to conduct a tax-free transaction, exchanging either corporate stock or property. Immediately after the exchange, the company issuing new stock in … Read More
Whatever hat you are wearing (i.e. accredited investor, founder, employee, or contractor) you do not have to take any required steps when acquiring QSBS at the issuance date. Although legally there are no required steps the QSBS holder should still make an organized checklist before acquiring the … Read More
Under Section 1202(a)(1) QSBS can be owned by any entity other than a C Corporation. Therefore, a trust, S Corporation, Partnership, or individual can own QSBS. The share gain of the gain received in the sale of QSBS can not exceed the interest that the shareholder, partner, … Read More
Venture Capital (VC) funds can elect the Section 1045 rollover, but there are some nuances between various situations. VC funds are structured as partnerships; therefore, the Section 1045 treatment will be parallel with most partnership structures. The IRS has laid out detailed guidelines over the treatment of … Read More
For purposes of this article, we are referring to General Partners of venture capital (VC) firms or similar private equity investment funds. General Partners can accumulate capital gains from two main sources, i.e. (i) direct investments or (ii) carried interest. Generally, General Partners of VC firms will … Read More
The new QSBS corporation and the investor must meet all of the same requirements on the QSBS checklist as the original QSBS. There is one exception to the active trade or business test. The QSBS purchased through a Section 1045 rollover only has to meet the active … Read More