Legal & Compliance
Qualified Small Business Stock
A federal tax provision (Section 1202) that allows investors to exclude up to 100% of capital gains on qualifying startup investments held for five or more years.
Qualified Small Business Stock (QSBS) under IRC Section 1202 provides a significant tax benefit for investors in early-stage companies. If the stock is acquired at original issuance in a C-corporation with less than $50M in gross assets, and held for at least five years, investors can exclude up to $10M (or 10x their basis) in capital gains from federal taxation. This makes QSBS one of the most valuable tax provisions for angel and venture investors.
In Practice
The angel investor's $100K seed investment grew to $5M at exit after 6 years. Because the stock qualified as QSBS, the entire $4.9M gain was excluded from federal capital gains tax, saving roughly $1.2M in taxes.
Why It Matters
QSBS can dramatically improve after-tax returns for early-stage investors. It's one reason why knowledgeable angels insist on investing in C-corporations and hold investments for at least five years.
VC Beast Take
QSBS is the best-kept secret in startup investing. The tax savings alone can turn a decent return into a great one.
Related Concepts
VentureKit
Ready to launch your fund?