QSBS 2025 : Tiered Tax Exclusions

The One Big Beautiful Bill Act (OBBBA) delivers transformative enhancements to Qualified Small Business Stock (QSBS) under Section 1202, redefining how founders, investors, and PE funds approach exit planning and valuation.These reforms aren’t just incremental, they’re reshaping the economics of startup investing and M&A structuring. 1. Earlier Liquidity with Tiered Holding PeriodsUnder the OBBBA 2025 […]

One Big Beautiful Bill Act: Key Tax Changes Private Equity Stakeholders Should Know

The One Big Beautiful Bill Act (P.L. 119-21) marks one of the most consequential tax shifts in recent years, especially for private equity stakeholders. From deal structuring and investment strategy to cross-border planning and compliance, this legislation introduces reforms that demand a fresh look at how capital is deployed and returns are realized. Whether you’re […]

Navigating the OBBBA Landscape : Implications for M&A Transactions

The One Big Beautiful Bill Act (OBBBA) represents a turning point in American tax policy, moving theoretical reform into legislation. Its measures revive and improve key tax incentives, such as 100% bonus depreciation, permanent Section 179 expensing, reinstated EBITDA-based interest deductibility, and enhanced Qualified Small Business Stock (QSBS) exclusions, that business buyers and sellers are […]

Corporate Alternative Minimum Tax (CAMT) : Key Implications Under OBBВА

The One Big Beautiful Bill Act (OBBBA) introduces targeted modifications that intersect directly with the Corporate Alternative Minimum Tax (CAMT) regime. While several provisions create new planning opportunities for private equity (PE) funds and portfolio companies, the legislation also preserves key tax treatments that support market stability. For fund managers, these changes require balancing immediate […]

M&A Tax Expertise: Simplifying Tax Complexities in Global M&A

Tax due diligence is a critical process in mergers and acquisitions, aimed at providing a comprehensive evaluation of a company’s tax position. This includes identifying potential exposures, uncovering unpaid tax obligations, and exploring opportunities for reducing tax liabilities, ultimately ensuring clarity and minimizing risks during the transaction. Traditionally viewed as a buyer-centric activity, tax due […]

Private Equity Series: Distribution Waterfall

Private equity funds allocate the proceeds from investment sales according to a defined hierarchy known as the “distribution waterfall.” Typically, the first tier of this waterfall involves returning “invested capital” to the investors, which generally includes their unreturned capital contributions attributable to realized investments and associated fund expenses such as management fees. The second tier […]

One Big Beautiful Bill Act (“OBBB Act”) – Key Tax Provisions

Enacted on July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) constitutes a sweeping reform of federal tax and fiscal policy. Passed via budget reconciliation, the legislation integrates permanent extensions of prior tax provisions with newly enacted deductions, expanded reporting obligations, and targeted compliance mechanisms. The Act encompasses a broad spectrum of tax domains—including […]

IRC Section 1202: Qualified Small Business Stock Gain Exclusion – M&A Transactions

Disclaimer: Section 1202 was amended as part of the One Big Beautiful Bill Act signed into law on July 4, 2025. Information contained in this article has not yet been updated and is therefore not current. Introduction The §1202 exclusion under the Internal Revenue Code offers a powerful and often overlooked tax incentive for investors […]

Corporate Alternative Minimum Tax (CAMT): Impact on Private Equity

The Alternative Minimum Tax (AMT) was introduced in the United States in 1969 to ensure that high-income taxpayers contributed a minimum amount of tax, thereby precluding them from significantly reducing or eliminating their tax liability through the regular tax system. Similarly, the Corporate Alternative Minimum Tax (CAMT) was first instituted under the Tax Reform Act […]

Digital & Cloud Transactions: Treasury & IRS issue final regulations on digital content and propose cloud transaction sourcing rules

The Treasury and the IRS have issued final regulations under Section 861 (the “2025 final regulations”), addressing transactions involving “digital content” and certain “cloud transactions.” For these purposes: These regulations primarily affect taxpayers involved in digital content or cloud transactions. They will take effect for taxable years beginning on or after their publication date in […]