QSBS eligibility and attestation letter, simplified


QSBS can strengthen investor confidence now and unlock major tax advantages later. Cake helps founders verify eligibility and generate credible documentation without legal delays.
QSBS applies only to U.S. C-Corporations, their founders, employees, and early investors.
Scenario modeling is available as an add-on to all paid plans.
A QSBS attestation letter is a company-issued document that outlines whether certain stock issuances may meet the Qualified Small Business Stock (QSBS) requirements under Section 1202. It supports investor diligence but is not a tax filing.
Only shareholders who acquired stock directly from the company through an original issuance. Shares purchased in secondary transactions or transfers do not qualify.
No. Cake verifies core criteria using cap table data and founder inputs, but it does not provide tax or legal advice. Final QSBS eligibility depends on shareholder circumstances, including holding period and individual tax position.
Cake verifies:
No. Gross assets are self-reported by the company, as third-party validation is not available in this version.
Not in this initial release. Future versions may include holding-period tracking for stock, option exercises, and 83(b) impacts.
For restricted stock, QSBS eligibility depends on whether an 83(b) election was filed. With an 83(b), the holding period starts at grant. Without it, the holding period starts as shares vest. Cake does not currently track 83(b) filings.
No. Options themselves do not qualify. Only the stock issued on exercise can qualify, and the QSBS holding period starts on the exercise date.
Generally yes. Tax-free conversions such as certain class conversions or reorganisations may preserve QSBS status, as long as the original stock issuance was QSBS-eligible. Cake does not assess conversion structures.
Cake stores the QSBS letter generated by the company. It does not verify supporting documents such as valuations, tax filings, or 83(b) elections
QSBS is a federal exemption. Some states (e.g., California) do not conform. Cake does not track state-level conformity. Shareholders should check their individual state rules with advisors.
The company is fully responsible for the accuracy of all information included in the letter. Cake provides tooling and workflow but does not audit or certify eligibility.
Common triggers include: