Section 1 Short title
This Act may be cited as the “S-Corp Access to Crowdfunding Act”.
S-Corp Access to Crowdfunding Act
A BILL
To amend the Internal Revenue Code of 1986 to make an exception to the 100 shareholder S corporation limitation in the case of shareholders whose shares were acquired through certain crowd-funding or small public offerings.
Sec. 2 Exception to S corporation shareholder limitation in case of crowd-funding and small public offerings
In general— Section 1361(c) of the Internal Revenue Code of 1986 is amended by adding at the end the following new paragraph:
“(7) Treatment of shares acquired through crowd-funding and small public offerings—The number of shareholders of the corporation shall be determined under subsection (b)(1)(A) without regard to any individual who has only acquired shares in the corporation through—
“(A) a public offering that meets the terms and conditions set forth in Regulation A promulgated by the Securities and Exchange Commission (17 C.F.R. 230.251 et seq.), or
“(B) one or more transactions described in section 4(a)(6) of the Securities Act of 1933 (15 U.S.C. 77d(a)(6)).”
Effective date— The amendment made by this section shall apply to taxable years beginning after the date of the enactment of this Act.