How Tax Works - Entity Selection
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Why Cannabis Related Businesses Must Consider Legal and Tax Issues
THE ACCIDENTAL ENTREPRENEUR PART V video
THE ACCIDENTAL ENTREPRENEUR PART V Podcast
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THE ACCIDENTAL ENTREPRENEUR
Lawyers on Tap: Tap Tips for Entity Formation and Taxation
Episode 014: Business Divorce Stories: Business Appraiser Tony Cotrupe and Attorney Jeff Eilender
Jaffe Sees 'A Lot' of IPOs in 2013 'Pipeline'
Mergers and acquisitions (M&A) play a pivotal role in driving corporate growth, enabling strategic restructuring, and unlocking ownership value. ...more
The One Big Beautiful Bill Act (OBBB) has spurred even more interest among businesses that may qualify for the tax benefits associated with qualified small business stock (QSBS), including businesses that currently are...more
C Corp - Imagine a closely held and growing start-up business (“Corp”) that was recently incorporated under state law and, so, is treated as a regular C corporation for purposes of the federal income tax. Thus, Corp will pay...more
Stock qualifying under Section 1202 of the Internal Revenue Code of 1986, as amended (the “Code”), as Qualified Small Business Stock (“QSBS”) allows eligible non-corporate taxpayers to potentially exclude a portion or all of...more
Benefits Offer Enhanced Tax Exclusions and Eligibility for Founders, Early Employees, and Investors- The recently enacted One Big Beautiful Bill Act makes several taxpayer-friendly revisions to the rules governing Qualified...more
What Are ESOPs and Why Do They Matter for Cannabis Operators - Employee Stock Ownership Plans (ESOPs) are federally authorized retirement benefit structures designed to hold company stock in a trust on behalf of employees....more
The One Big Beautiful Bill Act (OBBBA) was signed into law on July 4, 2025. The legislation permanently extends some of the changes to the tax code first introduced in 2018 while adding additional provisions designed to...more
The One Big Beautiful Bill Act (OBBBA) made the following changes to qualified small business stock (QSBS): The holding period is now graduated for stock acquired after July 4, 2025....more
Given the recent amendments to Internal Revenue Code Section 1202,1 which increase the benefits of holding qualified small business stock (QSBS), many companies currently operating as tax partnerships may want to convert into...more
Life sciences companies (particularly early stage companies) may be attracted to an LLC holding company structure as an alternative to a typical C corporation structure to maximize both the purchase price paid by a future...more
In this fifth installment of my multi-part series on the One Big Beautiful Bill Act, Steve Nofziger and I discuss a provision of the Act that impacts certain business owners who are contemplating a sale of their shares, Code...more
What is succession planning for business owners? How does this affect the short and long-term interests of your company and its value? Why should you be concerned about succession planning if you own a business or have a...more
On July 4, 2025, President Trump signed the One Big Beautiful Bill Act (OBBBA) into law, which had narrowly passed through the United States Congress. The OBBBA makes permanent certain tax provisions that were due to expire...more
On July 4, 2025, President Trump signed the “One Big Beautiful Bill Act” into law. Among notable tax legislation, the act expanded the qualified small business stock exclusion, potentially making C Corporation tax status a...more
On June 16, 2025, the Senate Finance Committee released its draft legislative text (the Senate Proposal) following the prior passage of the One Big Beautiful Bill Act by the House of Representatives (the House Bill). ...more
The tax benefits conveyed by Section 1202 of the Internal Revenue Code to owners of qualified small business stock (QSBS) have been available to small business owners in some form since Section 1202 was first enacted in 1993....more
Issuing qualified small business stock (“QSBS”) is a valuable tool that can provide significant tax savings to searchers and independent sponsors alike upon the eventual sale of one or more of their portfolio companies....more
Since the finalization of the IRS’s “check-the-box” entity-classification regulations nearly 30 years ago, a state law LLC can elect to be taxed an association taxable as a corporation. During the past month, we have heard...more
Many non-US startup founders initially incorporate in their home country and then decide to reincorporate or create a subsidiary in the US. There are many advantages for foreign founders to move operations to the US,...more
Section 1202 provides for a substantial exclusion of gain from federal income taxes when stockholders sell qualified small business stock (QSBS). But a number of requirements must be met before a stockholder is eligible to...more
In this Part XV of my multi-part series on some of the not-so-obvious aspects of Subchapter S, I explore a potential advantage that the S corporation has over the C corporation. The Patient Protection and Affordable Care...more
Are you involved in offshore or foreign corporate ownership and investments? Do you have real property, assets, or foreign bank or investment accounts? U.S. taxpayers with offshore business interests, holdings, investments,...more
Our Federal Tax Group discusses the tax treatment of deferred revenue or advance payments in M&A transactions. The tax treatment of deferred revenue differs from the treatment for financial accounting purposes....more
When considering converting a C corporation to an S corporation, tax advisers and taxpayers need to pay careful attention to the many perils that exist. Failure to pay close attention to the road in this area could result in...more
How Tax Works, hosted by FRB Partner Matthew E. Foreman, Esq., LL.M., delves into the intricacies of taxation, breaking down complex concepts for a clearer understanding of how tax laws impact your financial decisions....more