Qualified Small Business Stock (QSBS)
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A SPAC Merger Primer for Holders of Qualified Small Business StockSeptember 30, 2021 | Qualified Small Business Stock (QSBS)
The number of private companies electing to go public through a transaction (referred to in this art...
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Transfers “At Death” of Qualified Small Business StockSeptember 29, 2021 | Qualified Small Business Stock (QSBS)
This article addresses the consequences of “transfers at death” of qualified small business stoc...
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Congress Proposes Legislation Limiting Section 1202’s Gain ExclusionSeptember 16, 2021 | Blogs
When Congress enacted Section 1202, it noted that the gain exclusion was intended to “encourag...
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Claiming an Ordinary Loss Under Section 1244 for an Investment in a Failed Start-upSeptember 3, 2021 | Qualified Small Business Stock (QSBS)
Congress enacted Section 1202[i] based on the premise that the possibility of a $10 million gain exc...
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The Role of the Business Purpose Doctrine in Transaction Planning Involving Qualified Small Business StockSeptember 3, 2021 | Qualified Small Business Stock (QSBS)
This article addresses the importance of having bona fide (non-federal income tax) business and pers...
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Transfer Planning With Qualified Small Business StockMay 21, 2021 | Qualified Small Business Stock (QSBS)
*This article was updated on December 8, 2025. Section 1202 permits a taxpayer to claim a gain exclu...
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New IRS Private Letter Ruling Helps Define the Scope of Proscribed Excluded Activities Under Section 1202April 15, 2021 | Qualified Small Business Stock (QSBS)
During the past several years, there has been a marked increase across the country in the use of C c...
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Exploring the Benefits of the Corporate Freeze TransactionMarch 24, 2021 | Qualified Small Business Stock (QSBS)
Synopsis The distribution of a C corporation’s assets to its shareholders often triggers a hea...
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Can Convertible Debt or SAFEs Qualify as QSBS for Section 1202’s Gain Exclusion?February 22, 2021 | Blogs
Only the issuance of “stock” triggers the running of Section 1202’s five-year hold...
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Equity Rollovers in M&A Transactions Involving Section 1202 Qualified Small Business Stock (QSBS)February 19, 2021 | Qualified Small Business Stock (QSBS)
Many M&A transactions are structured to include a rollover of some percentage of the target comp...
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Rollover Equity Transactions 2021January 28, 2021 | Qualified Small Business Stock (QSBS)
During the 21st century, financial buyers such as private equity sponsors (PE firms) have dramatical...
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Dealing With the Rollover of the Management Team’s Equity and Equity Rights in a Sale TransactionJanuary 27, 2021 | Qualified Small Business Stock (QSBS)
A typical part of the sale of a business is the rollover of some equity by the target company’...