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Secondary Purchase plus Exchange

Secondary Purchase plus Exchange

Updated. Originally posted November 3, 2022. Over the past six years, a particular method for providing founder liquidity has gained significant popularity: an investor purchases common stock from founders during a preferred financing at the preferred price. The...
What’s Lurking in Your Cap Table?

What’s Lurking in Your Cap Table?

What’s Lurking in Your Cap Table? A clean capitalization table (or “cap table”) isn’t just good housekeeping—it’s a critical part of maintaining your company’s legal and tax health. Yet many founders discover, often too late, that their cap table hides costly issues...
2026 Tax Rates

2026 Tax Rates

The tax rates and deduction amounts for the 2026 calendar year are listed below. Federal ordinary income tax rates Single taxpayers If taxable income is between: The tax is:                        $0 – 12,400 10% of taxable income                  12,400 – 50,400...
S Corp “F” Reorg QSub Drop

S Corp “F” Reorg QSub Drop

Updated. Originally posted May 1, 2021. When selling an S corporation, an increasingly common structure is the so-called “F” reorg QSub drop. This structure has gained popularity because it offers valuable tax advantages for both the buyer and the seller. Tax...
QSBS Trust Stacking

QSBS Trust Stacking

Why QSBS Still Reigns as the Startup Tax Break of the Century For founders, early employees, and investors in C-corporations, the Qualified Small Business Stock (QSBS) exclusion under IRC § 1202 is one of the most powerful wealth-preservation tools available. When...