Fortune | FORTUNE 07月09日 00:26
How the Big Beautiful Bill is rewriting the rules for small business success
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2025年7月签署的特朗普“一项美好法案”(OBBBA)对合格小型企业(QSBs)及其投资者带来了重大变革,主要通过优化合格小型企业股票(QSBS)的相关规定来实现。该法案旨在促进小企业更容易获得资金,为投资者提供更快的流动性,扩大QSB的资格范围,并提供长期的税收确定性,从而刺激投资和增长。新法案对QSBS的持有期、收益排除上限、公司资产门槛等都进行了调整,同时永久化了合格业务收入(QBI)的20%扣除额,并提高了折旧限额。

💰 扩大QSBS收益排除:新法案缩短了QSBS的持有期,投资者在持有股票三年后即可排除部分收益,具体为:持有3年可排除50%收益,4年75%,5年以上100%。此外,每家发行人的收益排除上限从1000万美元提高到1500万美元,且未来将进行通货膨胀调整。

🏢 扩大公司资格:符合QSB资格的公司资产上限从5000万美元提高到7500万美元,同样进行通货膨胀调整,这意味着更多成长型企业可以发行QSBS并吸引投资。

✅ 永久和增强的税收减免:合格业务收入(QBI)的20%扣除额被永久化,为许多小企业提供了长期的税收确定性。此外,根据第179条规定,小企业可以为合格财产列支的最高金额从100万美元提高到250万美元,并提高了逐步淘汰的门槛,鼓励更多资本投资。

🏛️ 其他规定:新法案还增加了小企业主的遗产税豁免,并恢复了100%的额外折旧,允许企业立即扣除新设备和设施的全部成本。

President Donald Trump’s One Big Beautiful Bill Act (OBBBA), signed into law in July 2025, introduces several significant changes that directly benefit Qualified Small Businesses (QSBs) and their investors, primarily through enhancements to the rules around Qualified Small Business Stock (QSBS).

Key Benefits for Qualified Small Businesses

    Easier access to capital: The expanded QSBS benefits make investing in QSBs more attractive, likely increasing access to funding for startups and growth-stage companies.Faster liquidity for investors: Investors can realize partial tax-free gains after just three years, encouraging more early-stage investment.Broader eligibility: More companies now qualify as QSBs, especially those in capital-intensive sectors like technology and life sciences.Long-term tax certainty: Permanent deductions and higher expensing limits provide stability for business planning and investment.

Notable changes

1. Expanded QSBS gain exclusion

    Shorter holding periods for tax exclusion: Investors can now exclude a portion of gains from the sale of QSBS after holding the stock for as little as three years, rather than the previous five-year minimum. The new exclusion schedule is:
      3 years: 50% gain exclusion4 years: 75% gain exclusion5+ years: 100% gain exclusion
    Higher gain exclusion cap: The per-issuer cap on gain exclusion increases from $10 million to $15 million for stock issued after July 4, 2025, with future inflation adjustments. This allows investors to exclude more gains from taxation, meaning more access to capital and higher potential returns.Larger company eligibility: The maximum asset threshold for a company to qualify as a QSB rises from $50 million to $75 million, also indexed for inflation. This expansion means that a greater number of growing businesses can issue QSBS and attract investment.These changes apply to QSBS acquired after July 4, 2025.

2. Permanent and enhanced tax deductions

    Qualified Business Income (QBI) deduction: The 20% deduction for qualified business income, crucial for pass-through entities (sole proprietorships, partnerships, S corporations), is made permanent. This provides long-term tax certainty and reduces effective tax rates for many small businesses. Increased expensing limits: The maximum amount a small business can expense under Section 179 for qualifying property is raised from $1 million to $2.5 million, with a higher phase-out threshold and inflation adjustments. This allows for immediate deduction of more capital investments, improving cash flow and encouraging growth.

3. Additional provisions

    Estate tax: The estate tax exemption for small business owners is increased, making it easier to pass businesses to the next generation.Restored bonus depreciation: 100% bonus depreciation is reinstated, which allows businesses to immediately deduct the full cost of new equipment and facilities.

Investor Kevin Kwok noted on X that the changes, such as increased investing and expensing incentives and tax benefits, are so significant that companies should consider reincorporating to reap the benefits.

These changes are widely regarded as a substantial boost for small businesses and their investors, though some critics note that the benefits may be concentrated among higher-growth firms and investors.

For this story, Fortune used generative AI to help with an initial draft. An editor verified the accuracy of the information before publishing. 

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