Corporate & Formation
Key terms in corporate formation and governance.
- Apportionment — the division of a multi-state entity's income among states for tax purposes, generally using formulas based on sales, payroll and property
- Foreign qualification — registering an entity to do business in a state other than its state of formation
- QSBS — Qualified Small Business Stock under IRC Section 1202, allowing exclusion of capital gains up to $10M or 10x basis
- Series LLC — an LLC structure under Delaware, Nevada, Texas and certain other states' laws allowing internal liability segmentation
Tax
Key terms in U.S. federal and state taxation.
- ASC 606 — accounting standard for revenue recognition under U.S. GAAP
- Economic nexus — the standard for state tax presence based on revenue or transaction thresholds, post-Wayfair
- S-election — election under IRC Subchapter S allowing pass-through taxation for eligible corporations and LLCs
- R&D credit — IRC Section 41 tax credit for qualified research expenses
Employment & HR
Key terms in employment and HR compliance.
- ACA — Affordable Care Act; for applicable large employers (50+ FTEs), requires offer of qualifying coverage and Forms 1094-C / 1095-C
- SUI — State Unemployment Insurance, paid by employers at state-specific rates
- COBRA — federal continuation coverage requirement for employees losing health coverage
- Exempt vs nonexempt — FLSA classification distinguishing salaried employees exempt from overtime from those eligible for it