Company history
C corporation and company history review
A preparation guide for organizing entity type, conversion history, merger history, and company timeline facts.
Overview
QSBS review often starts with whether the company history is clean, documented, and understandable from formation through the current event.
Key takeaways
- Entity status and conversion history should be documented chronologically.
- Mergers, reorganizations, and asset transactions should be called out early.
- Professionals need the history, not just the current company status.
Entity timeline
Write down the original formation date, original entity type, and any later changes. This helps the advisor identify what documents to request first.
- Original formation record
- C corporation election or conversion records
- State of formation and later domestication events
Major company events
Major transactions can change the review path. Keep a separate list of mergers, asset purchases, spinouts, restructurings, or predecessor-company history.
- Mergers or stock-for-stock transactions
- Asset acquisitions or dispositions
- Name changes and predecessor entities
What to ask the advisor
Ask how each company event should be treated for Section 1202 review and which source documents are most important.
- Which date controls the review?
- Which entity documents are required?
- Are any events likely to need specialist review?
Suggested next steps
- Create a company timeline
- Gather entity records
- Flag complex events for professional review
FAQ
How should founders use this guide?
Use it to organize facts, records, unknown items, and questions before speaking with a qualified professional.
What should be done with state-level questions?
List them as review questions for a qualified professional. This guide does not make state-specific tax claims.
Preparation only
Use this guide to prepare a clearer advisor conversation.