Turning Partnership and LLC Interests into Qualified Small Business Stock

Christopher Steele Brown | Holland & Knight LLP

Chris Brown is a tax partner in the Seattle office of Holland & Knight. His practice focuses on transactional tax matters, with a particular emphasis on closely held companies, partnerships and S-Corporations. For over fifteen years he has been advising clients regarding the use of Section 1202 qualified small business stock. He often advises private equity and searches for fund clients regarding tax issues related to acquisitions and exit transactions. Mr. Brown also represents executives and employers in compensation planning, including stock options, equity compensation, bonus rights and deferred compensation. In addition, Mr. Brown advises business and real estate clients on state tax issues, with particular emphasis on Washington state excise and sales tax.

Mark A. Melton | Holland & Knight LLP

Mark Melton is a tax partner in Holland & Knight’s Dallas office and serves as the co-chair of the Tax, Executive Compensation and Benefits Practice Group. He focuses on federal income taxation issues related to domestic and international transactions of private equity and hedge funds, as well as other investment partnerships, joint ventures, real estate investment trusts (REITs) and operating businesses.

More specifically, Mr. Melton assists clients with investment fund formation, mergers and acquisitions (M&A), real estate investment and development, and financial instruments and derivatives. He is experienced in a broad spectrum of tax issues such as complex partnership allocations, inbound and outbound cross-border investments, and investments by sovereign wealth funds, tax-exempt entities, international organizations and other institutional investors. Mr. Melton also advises on Section 1202 qualified small business stock (QSBS) issues.

I. QSBS qualification requirements | 1:00pm – 1:30pm

II. How to calculate, and think about, the QSBS tax benefit amount | 1:30pm – 2:00pm

Break | 2:00pm – 2:10pm

III. Pass-through entities and QSBS stock | 2:10pm – 2:40pm

IV. A sample of QSBS transaction structures | 2:40pm – 3:10pm