Abstract

http://ssrn.com/abstract=1997179
 
 

Footnotes (152)



 


 



Examining the Tax Advantage of Founders' Stock


Gregg D. Polsky


University of Georgia Law School

Brant J. Hellwig


Washington and Lee University - School of Law

February 1, 2012

Iowa Law Review, Forthcoming
UNC Legal Studies Research Paper No. 1997179

Abstract:     
Recent commentary has described founders' stock as tax-advantaged because it converts founders' compensation income into capital gains. In this paper we describe various founders' stock strategies that offer this character conversion and then analyze whether they are, on the whole, tax advantageous. While the founders' stock strategies favorably convert the character of the founders' income, they simultaneously turn the company's compensation deductions into non-deductions. Whether founders' stock is tax-advantaged overall depends on whether the benefit of the founders' character conversion outweighs the cost of the company's lost deductions. We use various hypothetical to illustrate this tradeoff. We conclude that founders' stock is likely to be significantly tax-advantaged only in those cases where the start up company shows great promise early on but ultimately never develops into a profitable enterprise.

Even in that subset of cases where founders' stock turns out to be tax-advantaged, the advantage exists only because of the tax law's overly harsh treatment of net operating losses. Therefore, whatever tax advantage that exists for founders' stock is best viewed as a partial move towards the optimal treatment of tax losses, not as a stand-alone tax benefit that needs to be eliminated.

Number of Pages in PDF File: 78

Keywords: founders' stock, stock options, joint tax perspective, net operating losses, equity compensation, venture capital, startup companies


Open PDF in Browser Download This Paper

Date posted: February 2, 2012  

Suggested Citation

Polsky, Gregg D. and Hellwig, Brant J., Examining the Tax Advantage of Founders' Stock (February 1, 2012). Iowa Law Review, Forthcoming; UNC Legal Studies Research Paper No. 1997179. Available at SSRN: http://ssrn.com/abstract=1997179 or http://dx.doi.org/10.2139/ssrn.1997179

Contact Information

Gregg D. Polsky (Contact Author)
University of Georgia Law School ( email )
225 Herty Drive
Athens, GA 30602
United States

Brant J. Hellwig
Washington and Lee University - School of Law ( email )
Sydney Lewis Hall
Lexington, VA 24450
United States

Feedback to SSRN


Paper statistics
Abstract Views: 3,127
Downloads: 228
Download Rank: 98,283
Footnotes:  152

© 2016 Social Science Electronic Publishing, Inc. All Rights Reserved.  FAQ   Terms of Use   Privacy Policy   Copyright   Contact Us
This page was processed by apollobot1 in 0.235 seconds