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Internal Revenue Code (IRC) Capital Gains

Gould + Ratner LLP

OBBB Act Brings Significant Changes to Section 1202 QSBS Gain Exclusion

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On July 4, President Donald Trump signed the One Big Beautiful Bill Act (“OBBB”) into law. Among many changes, the OBBB included an expansion of the qualified small business stock (“QSBS”) gain exclusion under Section 1202 of...more

Baker Botts L.L.P.

The "One Big Beautiful Bill" Key Tax Takeaways

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On July 4, 2025, the legislation commonly known as “The One Big Beautiful Bill Act” (the “BBBA”) was enacted. The BBBA makes permanent, extends and, in certain cases, modifies, a number of provisions from the 2017 Tax Cuts...more

Patterson Belknap Webb & Tyler LLP

Changes to QSBS Rules

As if QSBS wasn’t good enough already, the “Big Beautiful Bill” signed into law by President Trump on July 4, 2025 enacts significant, founder-friendly changes to Section 1202 of the Internal Revenue Code, which substantially...more

Wilson Sonsini Goodrich & Rosati

Understanding Section 1202: The Qualified Small Business Stock Exemption

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

Cadwalader, Wickersham & Taft LLP

Congress Targets Partnership Disguised Sales and Services

Both the House’s and Senate’s budget bills would clarify that certain rules applicable to disguised payments for services and disguised sales of property between a partner and a partnership under Section 707(a)(2) are...more

Frost Brown Todd

Substantiating the Right to Claim QSBS Tax Benefits | Part 1

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Section 1202 provides an exclusion from capital gains when a stockholder sells qualified small business stock (QSBS), assuming all eligibility requirements are satisfied. Section 1045 provides for the tax-free rollover of...more

Cooley LLP

Senate Tax Bill Expands QSBS Benefits

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On June 16, 2025, the Senate Finance Committee (SFC) released a revised version of the “One Big Beautiful Bill Act” (SFC bill), following the House’s passage of the bill on May 22. The SFC bill would significantly expand the...more

Troutman Pepper Locke

The One Big Beautiful Bill: Initial Analysis of Key Provisions for Private Equity Funds and Their Portfolio Companies

Troutman Pepper Locke on

On May 22, the House of Representatives passed H.R. 1, the budget reconciliation bill known as the One Big Beautiful Bill Act (the BBB). The BBB proposes amendments to the Internal Revenue Code (the Code) that could have...more

Kohrman Jackson & Krantz LLP

Combining Membership Interest Purchase Agreements & 1031 Exchanges to Maximize Tax Efficiency in Real Estate Deals

The intersection of real estate transactions and tax strategy has long been a focal point for investors seeking to optimize returns while minimizing liabilities. Two powerful tools in this arena – the Membership Interest...more

Blank Rome LLP

Cannabis ESOPs Provide Solutions for Operators

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As we enter Q2 of 2025, the cannabis industry has become increasingly pessimistic about the elimination of Section 280E of the Internal Revenue Code, whether via rescheduling or otherwise. Rescheduling appears unlikely in the...more

Pillsbury Winthrop Shaw Pittman LLP

Vindication: The U.S. Tax Court Sustains IRS Position on Basket Options in GWA, LLC

In Advice Memorandum 2010-005, the Internal Revenue Service (IRS) set out its position that “basket options” conveyed so many attributes of ownership over the securities referenced in these options to the optionee that the...more

Holland & Knight LLP

The Tax and Trade Outlook from Washington, D.C., for Equine Businesses

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As Congress shifts into gear on the budget reconciliation process and tax day approaches, there are several key issues for horse owners to keep in mind. In the 119th Congress, there are two proposals that have been...more

Flaster Greenberg PC

NJ Tax Break for Small Businesses

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On March 20, 2025, New Jersey lawmakers advanced a measure that would bring the New Jersey Gross Income Tax into closer conformity with federal law regarding the income tax treatment of “qualified small business stock,” or...more

Wilson Sonsini Goodrich & Rosati

Understanding Section 1202: The Qualified Small Business Stock Exemption

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

Gerald Nowotny - Law Office of Gerald R....

To Be or Not to Be Contemplating the Meaning of Life Through Private Placement Life Insurance

The focus of this article illustrates why private placement life insurance (“PPLI”) is the best asset to utilize in the “Buy, Borrow and Die” strategy for high net worth investors including billionaires. After this article,...more

DarrowEverett LLP

Unlocking Tax-Free Gains: The Power of QSBS in Mergers & Acquisitions

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Internal Revenue Code (IRC) Section 1202 offers a significant tax incentive for investors in qualified small business stock (QSBS). This provision allows eligible shareholders to exclude up to 100% of capital gains realized...more

Offit Kurman

Not Considering the Importance of Charitable Giving

Offit Kurman on

When a client’s family does not wish to inherit a collection or if its inclusion in the estate would create a significant tax burden, it is crucial to explore charitable giving options. Proper planning can help maximize the...more

Farrell Fritz, P.C.

Qualified Small Business Stock – Overview and Useful Strategies

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Founders, entrepreneurs, venture capitalists and other investors (all of which are collectively referred to herein as “investors”) should be familiar with Internal Revenue Code Section 1202, a valuable provision that...more

Fox Rothschild LLP

Trump May Revive Effort to Close Carried Interest Loophole

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President Trump is meeting with Republican lawmakers to discuss potential tax code changes, including a proposal to eliminate the carried interest tax break. White House Press Secretary Karoline Leavitt announced the...more

Seward & Kissel LLP

Carried Interest in the Crosshairs…Again

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On February 6, 2025, Democratic Senators and Representatives proposed the Carried Interest Fairness Act, which would treat carried interest as ordinary income. Additionally, on the same day President Trump met with...more

McDermott Will & Emery

Receiving Debt-Financed Distributions From a QOF: IRS Allows Significant Flexibility (And Some Traps)

Qualified Opportunity Funds (QOFs) offer generous tax incentives but are bound by a complicated set of rules, not to mention the complexity of Subchapter K of the Internal Revenue Code (IRC), as QOFs are typically organized...more

Latham & Watkins LLP

The Corporate AMT’s Crypto Problem Poses Constitutional Hazards

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Under recent accounting rule changes, unrealized crypto gains must generally be reported on income statements, but questions arise about the alignment of the new Corporate Alternative Minimum Tax with constitutional tax...more

Alston & Bird

IRS Releases New Section 83(b) Election Form

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Our Federal Tax Group explains the new standardized Form 15620 that taxpayers can use when receiving property that is subject to a “substantial risk of forfeiture.”...more

Snell & Wilmer

IRS Releases Standardized Section 83(b) Election

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As explained in a prior blog post, an employee who timely files a Section 83(b) election will be taxed on the fair market value of property transferred (typically restricted stock) to him or her in exchange for services on...more

Amundsen Davis LLC

Losing Land to Eminent Domain? Plan for Tax Consequences Using an Internal Revenue Code Section 1033 Exchange

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Under general tax rules, if the government takes your property through eminent domain and pays you condemnation proceeds, you may have to pay capital gains (or any depreciation recapture) tax if the condemnation proceeds...more

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