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With a name like the One Big Beautiful Bill Act (OBBBA), you know two things right away: (1) it’s a mouthful, and (2) you’re going to have to wade through a lot to find the useful parts. Fortunately, two tax lawyers already...more
The One Big Beautiful Bill Act (H.R. 1, 119th Cong § 70431 (2025)) (“Act”) was signed into law by President Trump on July 4, 2025, after narrowly passing the House on July 3, 2025....more
In a move to bolster investment in small business, the “One Big Beautiful Bill Act” (“OBBBA”), signed into law on July 4, 2025 (the “Applicable Date”), introduced significant changes to the Qualified Small Business Stock...more
On July 4, 2025, the One Big Beautiful Bill Act (OBBBA) was enacted into law. The OBBBA extends and expands numerous tax provisions from the Tax Cuts and Jobs Act of 2017 (TCJA), repeals or scales back several provisions from...more
On July 4, 2025, President Trump signed into law the One Big Beautiful Bill Act (OBBBA), which included revisions to Section[1] 1202 for “qualified small business stock” (QSBS) unchanged from those initially introduced in the...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 Senate Finance Committee's version of the Republicans' budget reconciliation legislation (the “Senate Bill”) would significantly expand the qualified small business stock (QSBS) benefits under Section 1202 of the Code...more
In startups and early-stage companies, founders often receive restricted equity grants as compensation for their services. With some planning, founders can potentially lower the taxes they pay on the appreciation of the...more
The “qualified small business stock” (QSBS) tax exemption under Section 1202 allows non-corporate founders and investors in certain emerging growth companies to potentially exclude up to 100 percent of the U.S. federal...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
This presentation will cover essential aspects of QSBS eligibility, the tax benefits available under Section 1202, and practical approaches for maximizing exclusions on capital gains. This session will include recent updates,...more
The number of taxpayers seeking the benefits of Qualified Small Business Stock (“QSBS”) has picked up steam in recent years, particularly since the Tax Cuts and Jobs Act (“TCJA”) lowered the federal corporate tax rates to...more
Qualified Small Business Stock (“QSBS”) is arguably one of the largest “gifts” Congress has given taxpayers by excluding from a shareholder’s gross income the greater of $10 million or 10 times the shareholder’s basis in the...more
If your Australian company is pursuing United States investors or seeking to grow its presence in the United States, you may want (or need) to consider a “flip-up” to a U.S. entity. While a flip-up can bring significant...more
Henry Hobson is a widowed blowhard who fancies himself superior to everyone because he owns a shoe business. Hobson’s daughter Maggie actually runs the business, but Hobson does not pay her....more
Start-up and early stage companies commonly offer equity compensation to attract talent, encourage employee retention, and align company and employee interests on business objectives. There are several different types of equity...more
With the right planning (and by avoiding some potential landmines along the way), holders of Qualified Small Business Stock (QSBS) may be able to avoid paying taxes on up to 100% of gains realized from the sale of stock in a...more
Proposal’s Effect Would Limit Access to Capital for Small Businesses - An overlooked provision of the new, sweeping tax bill currently under consideration by Congress as part of President Joe Biden’s $3.5 trillion...more
In the excitement of starting a new business, and during the headaches associated with growing that business, many entrepreneurs overlook important details that can have huge impacts on their finances. One large blind spot...more
We receive many questions from founders, investors and others about qualified small business stock. And it’s no wonder, given the complexity of the concept. In this article, we provide a high-level overview of QSBS. A...more
Over the past 25 years, the US tax code has given founders and investors a significant tax break. Taxpayers holding qualified small business stock (“QSBS”) may be able to avoid tax on all or part of their gain from the sale...more
A taxpayer who is considering the sale of certain stock may have the opportunity to exclude or defer part or all of the gain on such sale. To be eligible for the exclusion or deferral, such stock must be “qualified small...more
After years of increasing acceptance of and reliance on convertible note financings as a mechanism for funding early-stage companies, we have noted a clear emerging trend away from such transactions (and others like them,...more
The “Protecting Americans from Tax Hikes” (PATH) Act was recently signed into law, and two provisions in particular benefit venture capital, private equity, and other investors owning or planning to purchase a corporation....more