IRS & California Tax Blog

QSBS for Crypto Startups: Can Founders Qualify Under Section 1202?
Kugelman Law

QSBS for crypto startups is one of the most valuable, and most misunderstood, tax questions in the industry. The Qualified Small Business Stock exclusion under Section 1202 can wipe out federal tax on a large share of the gain when qualifying stock is sold. Crypto founders and early investors naturally want in. The catch is…

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How to Fight a California Residency Audit
Kugelman Law

To fight a California residency audit, you have to do more than say you moved. The Franchise Tax Board (FTB) starts from the assumption that you never really left, and it will test that assumption against your bank records, travel history, and daily location data. Winning means responding carefully, documenting where your life actually centers,…

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California Billionaire Tax: What Proposition 40 Means for You
Kugelman Law

The California billionaire tax, Proposition 40 on the November 3, 2026 ballot, proposes a one-time 5% tax on the net worth of state residents worth $1 billion or more. As written, it would reach only a few hundred people. Its real significance for the broader high-net-worth community is what it signals: California is sharpening its…

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California QSBS: Why the State Won’t Match the Federal Tax Break
Kugelman Law

If you are a California founder or investor counting on the Qualified Small Business Stock exclusion, there is a trap you need to understand before you sell. The California QSBS rules do not follow the federal ones. You can qualify for a 100% federal exclusion under Section 1202, exclude every dollar of gain on your…

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QSBS Audit: How the IRS Challenges Section 1202 Claims
Kugelman Law

Claiming the Qualified Small Business Stock exclusion on your tax return is not the finish line. It is the moment the position becomes reviewable. A QSBS audit is the IRS’s examination of whether a Section 1202 exclusion was actually earned, and because these claims routinely shelter seven- and eight-figure gains, they draw serious attention. When…

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2025 QSBS Changes: The New Section 1202 Rules Explained
Kugelman Law

The 2025 QSBS changes are the most significant expansion of the Qualified Small Business Stock rules in more than a decade. Enacted as part of the One Big Beautiful Bill Act, the new law rewrites key parts of Section 1202 for stock acquired after July 4, 2025. It shortens the wait for a partial exclusion,…

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Qualified Small Business Stock (QSBS): The Complete Guide to Section 1202
Kugelman Law

Qualified Small Business Stock (QSBS) is one of the most powerful tax benefits available to founders, early employees, and investors. Under Section 1202 of the Internal Revenue Code, a taxpayer who holds qualifying stock in a small C corporation can exclude a large portion, and in many cases all, of the capital gain when the…

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Why Was Your Return Selected for an IRS Audit? (and What Happens Next)
Kugelman Law

If you have just received an IRS audit notice, the first question is almost always the same: why me? Did the IRS catch something specific? Did a software algorithm flag the return? Did someone report you? Was it random? The honest answer is that IRS audit selection is rarely random, and “why was I selected…

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California Residency Audits and the Billionaire Tax: What High-Net-Worth Residents Need to Know
Kugelman Law

California’s proposed billionaire tax has put the California residency audit back in the national spotlight, and made it the single most important issue for wealthy individuals who have recently left the state or are thinking about it. As Proposition 40, the 2026 Billionaire Tax Act, heads toward a statewide vote, the California Franchise Tax Board…

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Why Is the IRS Sending Frivolous Return Notices for Legitimate Credits?
Kugelman Law

Tax professionals and taxpayers alike have noticed a shift: IRS frivolous return notices (Letter 3176C) are landing on returns that claimed ordinary tax credits, not the tax-protester filings the program was built to catch. If you claimed a credit you believed you were entitled to and received a notice calling your position frivolous, the explanation…

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