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#equity

Equity

Understanding owner equity, retained earnings, and shareholders equity on the balance sheet

FASB ASU 2025-12: The APIC-Only Method for Retiring Shares in a Co-Founder Buyout

FASB's ASU 2025-12 (Issue 10) codifies a third method for retiring repurchased shares — charging the full excess over par value to additional paid-in capital, as long as APIC stays non-negative. Here is how the APIC-only, retained-earnings-only, and allocation methods change the balance-sheet impact of a co-founder buyout, and why the choice matters for loan covenants and dividend capacity before the December 15, 2026 effective date.

Section 1202 QSBS Exclusion: A Founder's Guide to $15 Million in Tax-Free Gains

Section 1202 lets founders, early employees, and angel investors exclude up to $15 million of capital gains from federal tax. This guide covers the OBBBA changes, the five eligibility gates, the new 3/4/5-year tiered holding period, Section 1045 rollovers, and stacking strategies that multiply the per-issuer cap across family members and non-grantor trusts.

Section 1361 S-Corporation Eligibility: The Hidden Rules That Can Quietly Terminate Your Election

Section 1361 sets five eligibility rules for S-corporations—domestic incorporation, 100-shareholder cap, eligible shareholders, one class of stock, and entity type. Routine business decisions like uneven distributions or a relocated shareholder can terminate the election; Section 1362(f) offers PLR-based relief that costs $30,000+ in user fees.