QSBS Eligibility Checklist

Domestic C Corporation

Your company is organized as a C corporation under U.S. law — not an S corp, LLC, or partnership.

Gross Asset Limit

Aggregate gross assets were $50M or less (pre-OBBBA) or $75M or less (post-OBBBA) at the time your stock was issued and immediately after.

Active Business Requirement

At least 80% of the company’s assets are used in the active conduct of one or more qualified trades or businesses.

Qualified Business Type

The company is NOT primarily in: health, law, engineering, architecture, accounting, consulting, financial services, performing arts, athletics, or hospitality.

Original Issuance

You acquired the stock directly from the company — not through a secondary purchase, stock exchange, or transfer (other than by gift).

Acquired for Money, Property, or Services

You received the stock in exchange for cash, property (other than stock), or services rendered to the company.

Holding Period

You have held (or plan to hold) the stock for more than 5 years (pre-OBBBA) or at least 3 years for partial exclusion (post-OBBBA).

No Significant Redemptions

The company has not repurchased a significant amount of its own stock within one year before or after your stock was issued.

Continuous C Corp Status

The company has remained a C corporation for substantially all of your holding period.

Continuous Active Business

The company has maintained the 80% active business requirement throughout substantially all of your holding period.