BarbriSFCourseDetails
  • videocam Live Online with Live Q&A
  • calendar_month January 6, 2026 @ 1:00 p.m. ET./10:00 a.m. PT
  • signal_cellular_alt Intermediate
  • card_travel Estate Planning
  • schedule 90 minutes

Gifting Qualified Small Business Stock to Trusts: Navigating Income, Gift, and Estate Tax Issues

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Description

Section 1202 allows qualifying taxpayers to exclude capital gains on the disposition of QSBS, so long as the stock was acquired at its "original issuance" from the corporation. One of the main exceptions to that rule is transfers "by gift" under certain circumstances. Counsel must understand the nuances of these rules, exceptions, and the impact of the One Big Beautiful Bill Act (OBBBA).

Section 1202 offers substantial tax savings for eligible stockholders that meet strict corporate qualifications, shareholder eligibility rules, and holding period requirements. However, OBBBA has significantly expanded the eligibility requirements and increased the maximum exclusion amount to the greater of $15 million ($7.5 million if MFS) or 10 times the tax basis in the QSBS. These modifications significantly expand the opportunity for stockholders to benefit from the QSBS exclusion.

For purposes of obtaining an exception to certain requirements for the QSBS exclusion, transfers to trusts allow the transferee to be treated as having acquired the stock in the same manner as the transferor, including the holding period of the stock by the transferor. However, transfers of QSBS to a trust are complex and may result in adverse tax consequences if not properly structured.

Listen as our panel of corporate tax advisers reviews the recent changes to QSBS under Section 1202, key considerations when structuring transfers to various types of trusts, and traps to avoid.

Presented By

Michael S. Arlein
Partner
Patterson Belknap Webb & Tyler LLP

Mr. Arlein is Chair of the firm's Trusts and Estates group and the firm’s practice group devoted to Founders & Entrepreneurs and has been with the firm since 2000. He focuses his practice on estate and tax planning for high-net-worth individuals and families, including founders and entrepreneurs, Wall Street professionals, principals at venture capital and private equity firms and hedge funds, real estate developers, corporate executives, professional athletes, entertainers and artists. A former investment banker, Mr. Arlein brings to his clients insight and business sense that distinguishes him among lawyers. He works closely with clients and their other trusted advisors to identify their objectives and provide creative and practical solutions designed to meet their specific goals. Collaborating with lawyers from the firm's other practice areas, Mr. Arlein often serves as "general counsel" for his clients, coordinating all of their personal legal needs.

John Bunge
Partner
Holland & Knight LLP

Mr. Bunge is a tax and private wealth services attorney in Holland & Knight's Nashville office. He helps clients navigate the confluence of tax planning, business succession planning and estate planning, and seeks to find the most elegant solutions possible to reach their goals. Mr. Bunge's wealth preservation experience includes income, gift, estate and generation-skipping transfer tax minimization, through the use of irrevocable trusts, sales and gifts to trusts, charitable-interest trusts and grantor-retained annuity trusts, among other sophisticated wealth planning strategies. He also advises families on the formation of investment entities, such as family limited partnerships and family LLCs. Mr. Bunge helps clients reach their charitable goals, using charitable giving techniques to minimize income, estate and gift taxes, and advising clients on the formation and operation of tax-exempt organizations, including private foundations. He also counsels families regarding the formation, structuring and operation of family offices and private trust companies.

Jennifer Rohleder
Partner
Dunlop Bennett & Ludwig

Ms. Rohleder is a Partner at Dunlap Bennett & Ludwig, specializing in corporate transactions, capital raising, strategic business counseling, and estate planning for entrepreneurs and business owners. She brings over 17 years of legal expertise, advising businesses on complex transactions, growth strategies, and financial structuring. Prior to joining DBL, Ms. Rohleder served as co-founder and in-house general counsel of a technology company, playing a pivotal role in securing over $8 million in funding. She has also advised numerous clients, successfully guiding them through capital raises totaling tens of millions of dollars. Her robust background as both a business leader and legal advisor allows her to offer clients practical, business-oriented solutions tailored to their unique objectives.

Credit Information
  • This 90-minute webinar is eligible in most states for 1.5 CLE credits.

  • BARBRI is a NASBA CPE sponsor and this 90-minute webinar is accredited for 1.5 CPE credits.

  • BARBRI is an IRS-approved continuing education provider offering certified courses for Enrolled Agents (EA) and Tax Return Preparers (RTRP).


  • Live Online


    On Demand

Date + Time

  • event

    Tuesday, January 6, 2026

  • schedule

    1:00 p.m. ET./10:00 a.m. PT

I. Overview of Section 1202

II. Impact of OBBBA

III. Eligibility requirements for corporations and stockholders

IV. Structuring transfers to a trust

V. Best practices and pitfalls to avoid

The panel will discuss these and other critical issues:

  • Modifications to Section 1202 under OBBBA
  • Identifying corporations and shareholders that meet Section 1202 eligibility requirements
  • Exceptions to certain requirements under Section 1202
  • Structuring transfers of QSBS to various types of trusts and avoiding missteps

Learning Objectives

After completing this course, you will be able to:

  • Identify corporations meeting Section 1202 requirements
  • Determine stockholders who might be eligible for the Section 1202 exclusion
  • Decide what missteps should be avoided with QSBS
  • Ascertain Section 1202 planning opportunities after OBBBA's expansion of eligibility rules


  • Field of Study: Taxes
  • Level of Knowledge: Intermediate
  • Advance Preparation: None
  • Teaching Method: Seminar/Lecture
  • Delivery Method: Group-Internet (via computer)
  • Attendance Monitoring Method: Attendance is monitored electronically via a participant's PIN and through a series of attendance verification prompts displayed throughout the program
  • Prerequisite:

    Three years+ business or public firm experience preparing complex tax forms and schedules, supervising other preparers or accountants. Specific knowledge and understanding of estate, gift and trust taxation including various trusts types, the unified credit, and portability.

BARBRI, Inc. is registered with the National Association of State Boards of Accountancy (NASBA) as a sponsor of continuing professional education on the National Registry of CPE Sponsors. State boards of Accountancy have final authority on the acceptance of individual courses for CPE Credits. Complaints regarding registered sponsons may be submitted to NASBA through its website: www.nasbaregistry.org.

IRS Approved Provider

BARBRI is an IRS-approved continuing education provider offering certified courses for Enrolled Agents (EA) and Tax Return Preparers (RTRP).

BARBRI CE webinars-powered by Barbri-are backed by our 100% unconditional money-back guarantee: If you are not satisfied with any of our products, simply let us know and get a full refund. Contact us at 1-800-926-7926 .