American A.I. Sovereign Wealth Fund Act
A BILL
To amend the Internal Revenue Code of 1986 to impose an excise tax on systemically important AI activity, and for other purposes.
Sec. 2 Findings
Sec. 3 Excise tax on systemically important AI companies
“50B Systemically important AI companies
“5000E. Excise tax on systemically important AI activity
“(a) In general
“(1) Initial tax—There is hereby imposed on any applicable AI company a tax equal to the amount determined under subsection (b).
“(2) Additional tax
“(A) In general—In any case in which an applicable AI company issues equity interests (including equity interests issued as, or in settlement of, employee or other service-provider compensation) after the date on which the tax is first imposed on such applicable AI company under paragraph (1), there shall be imposed a tax equal to the amount determined under subsection (b) by taking into account only the equity interests so issued.
“(B) Special rule—For the purposes of this paragraph, equity interests transferred or delivered in connection with the settlement, exercise, or vesting of any stock option, restricted stock unit, or other equity-based compensation award shall be treated as additional equity interests issued at the time of such transfer or delivery without regard to when the award was granted.
“(3) Coordination with separation requirement
“(A) In general—In the case of an applicable AI company that is required to separate its applicable AI trade or business pursuant to section 4 of the American A.I. Sovereign Wealth Fund Act, no tax shall be imposed under this section until such separation is complete, and upon completion the tax shall apply only to the separated entity that holds the applicable AI trade or business.
“(B) Separation period—The tax under this section shall be imposed on the separated entity as of the date the separation is complete or the date by which structural separation is required under section 4 of the American A.I. Sovereign Wealth Fund Act, whichever is earlier.
“(b) Amount of tax; remittance
“(1) In general—The amount of tax imposed by subsection (a) is of such amount that immediately after the tax has been paid, the Secretary shall hold 50 percent of all outstanding equity interests in the applicable AI company, to be remitted in exact proportion of the outstanding equity interests (including by class of interest) in such entity immediately prior to the tax being paid.
“(2) Form of remittance—All equity interests remitted in satisfaction of the tax imposed by this section shall be equity interests newly issued by the applicable AI company for purposes of such remittance. No previously outstanding, treasury, or repurchased equity interest may be used to satisfy the tax. Notwithstanding any provision of the certificate of incorporation, bylaws, or other governing document of the applicable AI company, including any limitation on the number of authorized equity interests or any requirement of approval for issuance, the company shall issue and remit the equity interests required under this section.
“(3) Treatment of repurchases and new issuances—Equity interests issued and remitted under paragraph (2) shall not be treated as an issuance of additional equity interests for purposes of subsection (a)(2). Any repurchase or redemption of equity interests by the applicable AI company shall not reduce the number of outstanding equity interests taken into account in determining the amount required to be remitted under this subsection.
“(c) Applicable AI company—For purposes of this section—
“(1) In general—The term applicable AI company means any corporation or partnership—
“(A) which is engaged in 1 or more applicable AI trades or businesses for any taxable year beginning after December 31, 2025, and
“(B) with respect to which the aggregate gross receipts from such trades or businesses for the calendar year in which such taxable year begins exceed $200,000,000.
“(2) Applicable AI trade or business
“(A) In general—The term applicable AI trade or business means any trade or business engaged in activities related to one or more of the following:
“(i) AI data centers.
“(ii) AI computing infrastructure.
“(iii) AI services.
“(iv) Researching, producing, or manufacturing advanced robotics.
“(B) Trade or business—For purposes of this paragraph, the term “trade or business” shall include any activity treated as a trade or business under paragraph (5) or (6) of section 469(c) (determined without regard to the phrase “To the extent provided in regulations” in such paragraph (6)).
“(3) Special rules—For purposes of paragraph (1)(B)—
“(A) Aggregation rules—For purposes of determining aggregate gross receipts, all persons which are treated as a single employer under subsections (a) and (b) of section 52 shall be treated as a single person.
“(B) Election to use taxable year
“(i) In general—If an applicable AI company makes an election under this subparagraph, paragraph (1)(B) shall be applied by substituting “such taxable year” for “the calendar year in which such taxable year begins”.
“(ii) Election—An election under this subparagraph shall be made at such time and manner as the Secretary may provide and, once made, may be revoked only with the consent of the Secretary.
“(C) Gross receipts—Rules similar to the rules of subparagraphs (B), (C), and (D) of section 448(c)(3) shall apply in determining gross receipts.
“(d) Other definitions—For purposes of this section—
“(1) AI data center—The term AI data center means all the buildings, equipment, structures, and other stationary items, such as server racks, that—
“(A) are located on a single site or on contiguous, adjacent, or otherwise connected sites,
“(B) are owned or operated by the same entity or by any entity that controls, is controlled by, or is under the common control of that entity, regardless of whether the site is a single-occupant or multi-occupant facility, and
“(C)
“(i) are used for the development or operation of artificial intelligence models at scale, or
“(ii)
“(I) have a maximum rated power capacity or total peak power load in excess of 20 megawatts, and
“(II) are designed or equipped—
“(aa) to deliver 20 kilowatts or more of electrical power to a single server rack, or
“(bb) to utilize cooling systems that circulate liquid to individual hardware components or submerge electronic hardware in liquid.
“(2) AI computing infrastructure—The term AI computing infrastructure means semiconductors, integrated circuits, and products containing integrated circuits, including computers, networking equipment, and data storage systems, that will be used:
“(A) in an artificial intelligence data center, or
“(B) in the training or deployment of artificial intelligence models at scale.
“(3) AI services
“(A) In general—The term AI services means the development, distribution, or sale of an artificial intelligence model that was trained using a quantity of computing power greater than or equal to 1025 integer or floating-point operations.
“(B) Adjustment—The Secretary shall annually, in coordination with the Secretary of Commerce, adjust the computing power threshold under subparagraph (A) to reflect changes in the efficiency of training methods or other technological developments made after the date of enactment of this section to maintain equivalency with 1025 integer or floating-point operations.
“(4) Advanced robotics—The term advanced robotics means an automated or semi-automated mechanical system that uses artificial intelligence to perform tasks with partial or full independence from direct human control for commercial or industrial applications.
“(5) Equity interests—The term equity interests means—
“(A) in the case of a corporation, stock in such corporation, and
“(B) in the case of a partnership, any capital or profits interest.
“(e) Regulations and guidance—The Secretary shall prescribe such regulations or other guidance as the Secretary determines necessary or appropriate to carry out this section.”
“9512. American A.I. Sovereign Wealth Fund
“(a) Creation of trust fund—There is established in the Treasury of the United States a trust fund to be known as the American A.I. Sovereign Wealth Fund (in this section referred to as the “Fund”), consisting of such amounts as may be transferred to such Trust Fund as provided in this section or section 9602(b).
“(b) Transfers to fund—There is hereby transferred to the Fund the equity interests collected as taxes under section 5000E and any income or gain from such equity interests.
“(c) Management of fund—The assets of the Fund shall be managed by the Independent Commission for Democratic AI.
“(d) Distributions from fund
“(1) In general
“(A) Annual amount—There are authorized to be appropriated from the Fund for each fiscal year amounts equal to 5 percent of the average market value of the Fund for the fiscal year, reduced by the reasonable costs of administering the Fund.
“(B) Average market value—For purposes of subparagraph (A), the average market value of the Fund for a fiscal year is the average of the market values of the Fund determined as of the last day of each calendar month ending in such fiscal year during which the Fund held assets.
“(C) Determination of market value—In determining the market value of the Fund—
“(i) equity interests for which there is a readily ascertainable market price shall be valued at such price, and
“(ii) equity interests for which there is no readily ascertainable market price shall be valued by the Secretary using the most recent transaction price, appraisal, or other reasonable valuation method the Secretary determines appropriate, and shall be revalued not less frequently than annually.
“(2) Use of distributions—Amounts appropriated from the Fund shall be used, as provided in appropriations Act or law, to provide for direct payments to the American people and to ensure that every man, woman and child in the United States has a decent and dignified standard of living, including health care, education, housing, and a healthy and habitable environment, in such manner as Congress may provide.
“(3) Preservation of equity interests—No distribution or amount appropriated from the Fund under this subsection shall require the sale or other disposition of, the equity interests held in the Fund.
“(4) No Bailout—No amounts in the Fund may be used to provide financial assistance to, or for the benefit of, any applicable AI company (as defined in section 5000E) or other firm that is insolvent or for the purpose of preventing the failure, insolvency, or liquidation of any such firm.”
“6050BB. Purchases from AI businesses
“(a) In general—Any person—
“(1) who is engaged in a trade or business, and
“(2) who in the course of such trade or businesses purchases during the taxable year AI data centers, AI computing infrastructure, AI services, or advanced robotics in excess of the amount in effect under section 448(c)(1) for such taxable year,
“(b) Statement To be furnished to persons with respect to whom information is required—Every person required to make a return under subsection (a) shall furnish to each corporation or partnership whose name is required to be set forth in such return a written statement showing—
“(1) the name, address, and phone number of the information contact of the person required to make such return, and
“(2) the aggregate amount of purchases from such corporation or partnership required to be shown on the return.
“(c) Definitions—Any term used in this section which is used in section 5000E shall have the meaning given such term under section 5000E.”
“(xxx) section 6050BB(a) (relating to purchases from AI businesses),”
“(PP) section 6050BB(b) (relating to purchases from AI businesses).”
“(n) Application to excise tax on systemically important AI companies—In the case of any underpayment of tax required under section 5000E, there shall be added to the tax under such section an amount equal to the excess of—
“(1) the amount determined under section 5000E(b) (determined by substituting “60 percent” for “50 percent”), over
“(2) the amount of tax remitted.”
“(k) Application to excise tax on systemically important AI companies—In the case of any failure to file any return of tax imposed under section 5000E, subsection (a) shall not apply and there shall be added to the amount required to be shown as tax on such return $1,000,000.”
“(b) Inverted corporations treated as domestic corporations
“(1) In general—Notwithstanding section 7701(a)(4), a foreign corporation shall be treated for purposes of this title as a domestic corporation if—
“(A) such corporation would be a surrogate foreign corporation if subsection (a)(2) were applied by substituting “80 percent” for “60 percent”, or
“(B) such corporation is an inverted applicable AI company.
“(2) Inverted applicable AI company—For purposes of this subsection, a foreign corporation shall be treated as an inverted applicable AI company if, pursuant to a plan (or a series of related transactions)—
“(A) the entity completes the direct or indirect acquisition of—
“(i) substantially all of the properties held directly or indirectly by a domestic corporation which is an applicable AI company, or
“(ii) substantially all of the assets of, or substantially all of the properties constituting a trade or business of, a domestic partnership which is an applicable AI company, and
“(B) after the acquisition, either—
“(i) more than 50 percent of the stock (by vote or value) of the entity is held—
“(I) in the case of an acquisition with respect to a domestic corporation, by former shareholders of the applicable AI company by reason of holding stock in the applicable AI company, or
“(II) in the case of an acquisition with respect to a domestic partnership, by former partners of the applicable AI company by reason of holding a capital or profits interest in the applicable AI company, or
“(ii) the management and control of the expanded affiliated group which includes the entity occurs, directly or indirectly, primarily within the United States, and such expanded affiliated group has significant domestic business activities.
“(3) Exception for corporations with substantial business activities in foreign country of organization—A foreign corporation described in paragraph (2) shall not be treated as an inverted applicable AI company if after the acquisition the expanded affiliated group which includes the entity has substantial business activities in the foreign country in which or under the law of which the entity is created or organized when compared to the total business activities of such expanded affiliated group. For purposes of subsection (a)(2)(B)(iii) and the preceding sentence, the term substantial business activities shall have the meaning given such term under regulations in effect on January 18, 2017, except that the Secretary may issue regulations increasing the threshold percent in any of the tests under such regulations for determining if business activities constitute substantial business activities for purposes of this paragraph.
“(4) Management and control—For purposes of paragraph (2)(B)(ii)—
“(A) In general—The Secretary shall prescribe regulations for purposes of determining cases in which the management and control of an expanded affiliated group is to be treated as occurring, directly or indirectly, primarily within the United States.
“(B) Executive officers and senior management—Such regulations shall provide that the management and control of an expanded affiliated group shall be treated as occurring, directly or indirectly, primarily within the United States if substantially all of the executive officers and senior management of the expanded affiliated group who exercise day-to-day responsibility for making decisions involving strategic, financial, and operational policies of the expanded affiliated group are based or primarily located within the United States. Individuals who in fact exercise such day-to-day responsibilities shall be treated as executive officers and senior management regardless of their title.
“(5) Significant domestic business activities—For purposes of paragraph (2)(B)(ii), an expanded affiliated group has significant domestic business activities if at least 25 percent of—
“(A) the employees of the group are based in the United States,
“(B) the employee compensation incurred by the group is incurred with respect to employees based in the United States,
“(C) the assets of the group are located in the United States, or
“(D) the income of the group is derived in the United States,
“(6) Applicable AI company—For purposes of this section, the term applicable AI company has the meaning given such term under section 5000E.”