The C Corporation: Double Tax, the Flat Rate, and the Qualified Small Business Stock Prize

Understand when a C corporation beats a pass-through, how to live with double taxation, and how qualified small business stock can make a sale tax-free.

Who it is for: Founders, owners reinvesting profits, and anyone planning a large exit.
Runtime: 55 minutes

Pre-order: this course is still in development. Your purchase includes its materials as they are published in your portal. No release date is confirmed. Buy 5 or more and every course is 30% off.

See the full track See the full curriculum

After payment is confirmed and your access is set up, the files listed below can be downloaded from your portal. Any unpublished materials will be added when ready, at no additional charge.

Files currently available

C vs S Qsbs Comparison Guide.
C vs S Qsbs Comparison.
Qsbs Checklist Holding Tracker Guide.
Qsbs Checklist Holding Tracker.
83b Election Template.
Corporate Formalities Minutes Checklist.
Accumulated Earnings Tax Worksheet Guide.
Accumulated Earnings Tax Worksheet.
Slide deck.
Visual: Roadmap.
Visual: Double Tax Flow.
Visual: When C Wins.
Visual: Penalty Taxes.
Visual: Qsbs Flowchart.
Visual: Holding Tiers.
Visual: 83b Timeline.
Visual: Worked Example.
Visual: Conversion Diagram.
Visual: Redemption Windows.
Visual: Decision Tree.
Workbook.
The narrated lesson. 55 minutes, cued to the deck, with chapter markers by lesson. Added to your portal when published, at no extra cost. This purchase does not guarantee that the narrated lesson is available today.

What the course covers

01What a C corporation is: a separate taxpayer at a flat rate5 min
02Double taxation and how owners actually live with it7 min
03When a C corporation wins: reinvestment, fringe benefits, outside investors, and the exit6 min
04The penalty taxes: accumulated earnings and personal holding companies5 min
05Qualified small business stock after the One Big Beautiful Bill: the requirements, the holding period tiers, and the cap12 min
06The founder's 83(b) election4 min
07Worked example: a startup sold in year five as a C corporation versus an S corporation8 min
08Tricks of the trade: starting the clock with a conversion, staying under the asset test, and stacking through trusts5 min
09Mistakes and traps: redemptions that void the exclusion, and the S corporation that can never issue it3 min

How it fits: Requires 5.1. Pairs with 8.4 and 8.5.

The standard every course holds

A narrated lesson of 45 to 60 minutes, produced as audio
A designed slide deck you download and keep
A computational workbook that runs the actual legal tests
A toolkit of checklists and protocols
A legal authority appendix carrying the two-pass vetting protocol

Written for a diligent reader with no legal education. Professionally narrated using a studio voice model of Brian T. Boyd. The course is recorded instruction, not a live consultation.

Where this course sits

Track 5: Entity Types for Businesses

This course is one step in a track built around a single outcome. See the full build order and the other courses that get you there.

Back to this track

Educational material from the private client curriculum of Brian T. Boyd. This is legal education for a general audience, not legal advice, and no attorney-client relationship is created by purchasing, viewing, or using it. Tax outcomes depend on your facts and your state.