HeyJaredFilip M. Rams
- Indexed articles, last 90 days
- 3
- Latest publication
- Sep 8, 2026
- Outlet visibility, for natlawreview.com
- Top 1M sites
- Earliest in this view
- Aug 17, 2026
Latest articles
When the Structure Isn’t Right: LLCs, Check-the-Box, and the §1045 Rollover (Part IV of IV) (opens the original)
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Qualified Small Business Stock Under IRC §§1202 and 1045 — Part IV of IV The first three parts of this series described what qualified small business stock is worth, which companies can issue it, and which blocks of stock qualify. This final installment addresses the two situations in which the default answer is no and the practitioner’s job is to find a path anyway: the client whose company is a limited liability company rather than a state-law corporation and the client who needs liquidity bef
Does the Stock Qualify — and Will It Still? (Part III of IV) (opens the original)
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Qualified Small Business Stock Under IRC §§1202 and 1045 — Part III of IV Part II addressed the tests a company must satisfy to issue qualified small business stock. A company can satisfy every one of them, and a particular holder’s shares can still fail. Two problems account for nearly all such failures: how the stock was acquired and what the company did with its own stock around the issuance date. This installment addresses both, plus the cap and the transfer rules. QSBS must be acquired by t
The New Math — Part I of IV (opens the original)
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A founder who incorporated in 2023 and closed a priced round in March 2026 now owns two different tax assets in the same company. The shares issued at formation are governed by one set of rules; the shares issued in the round by another, with a different dollar cap, a different gross-asset ceiling, and a holding period that pays out in three stages rather than one. Neither block is uniformly better. Both must be tracked separately for the life of the investment. That is the practical consequence
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