


Ask the community...
For startup founder shares and 83(b) elections, there's a critical distinction between "cheap" stock and stock with genuine FMV differentials. Since you bought at formation with the common shares priced at $.001 (above par value of $.0001), you're likely in the clear IF that price represents genuine FMV at formation. The real question is whether $.001 per share was the legitimate FMV at the time of issuance. If you had investor interest or any other indication that the shares were actually worth more, the IRS could argue you received compensation equal to the difference. Also, many founders miss that the 83(b) election must be filed within 30 days of receiving the shares. Did you file within that window? Otherwise, the election might be invalid.
We did file within the 30-day window! Our lawyers were really strict about that deadline. We didn't have any external investors at the exact time we incorporated and issued the initial shares. We did have some friends/family invest about 3 months later at a slightly higher valuation though. Would the IRS look at that later valuation and try to apply it retroactively to our founder share purchases?
Good that you filed within the 30-day window - that's a common mistake that can't be fixed later. The IRS generally wouldn't apply a later valuation retroactively if there was a legitimate basis for the initial valuation. At formation, with no product, revenue, or investment, valuing common shares at just above par value is typically reasonable. The key is whether there were any substantive negotiations or commitments from investors already in place when you incorporated, which might suggest a higher valuation already existed. The 3-month gap before your friends/family round provides decent separation, and startups often see legitimate value creation in those early months that justifies a higher valuation. Just make sure you have documentation of the company's state at incorporation versus 3 months later to show real progress that warranted the increase.
Has anyone actually received an audit focused on 83(b) elections? I'm a founder and trying to understand how much risk there really is. Our lawyer said it's "theoretical" but he's never seen a founder audited specifically for this.
I've seen it happen. Friend was audited last year and the IRS specifically questioned the valuation used for their founder shares. They had purchased at $.001 but had term sheets from investors at $.08 in progress when they did it. IRS argued they'd undervalued by millions and owed taxes on the difference. Huge mess.
Another thing to consider - if you're having financial difficulties, you can actually elect to report the entire CARES Act distribution in the first year rather than spreading it over three years. This might be beneficial if you had a particularly low income in 2020 compared to later years. You'd pay all the tax at once, but potentially at a lower rate.
Can you still make that election now? Or was that something that had to be done on the 2020 return?
Unfortunately, the election to report the full amount in the first year had to be made on your original 2020 tax return. Since you already reported only 1/3 of the distribution as taxable in 2020, you're now locked into the three-year reporting method. The only way to change this would be to file an amended 2020 return (Form 1040-X), but that has risks and costs that likely outweigh any potential benefits at this point. You'd pay interest and possibly penalties on any additional tax from reporting the full amount in 2020, plus you'd draw additional scrutiny to your return.
Has anyone dealt with repaying a CARES Act withdrawal? I took money out in 2020 but now I'm in a better position and wondering if I should put it back to avoid the taxes for 2021 and 2022.
You can repay a CARES Act distribution within 3 years of the date you received it to avoid taxes on the repaid amount. So if you took it out in July 2020, you have until July 2023 to put it back. You'll need to file amended returns to get back any taxes you already paid on the portions reported in 2020 and 2021.
Definitely don't use a CPA with an expired license! My husband and I made that mistake last year and got audited because of improper deductions they claimed. It's been a 9-month nightmare trying to fix everything. When we confronted them about their license, they gave excuses about "being in the renewal process" - turns out they had been practicing without a license for 3 YEARS. Complete disaster. Make sure to get references from people who've worked with them for multiple years, not just someone who had a good first impression. And as someone else mentioned, ask specifically about their experience with your situation (marriage, investments, whatever makes your taxes complex).
Yikes, I'm so sorry you went through that! Thanks for the warning - this is exactly the kind of situation I'm trying to avoid. I'm definitely going to verify active licensure before moving forward. Did you end up finding a legitimate CPA after that experience?
Yes, we eventually found a great CPA through my coworker who's been using him for years. The difference was night and day - our new CPA provided all his credentials upfront without being asked and even showed us his professional liability insurance certificate. One tip: when we interviewed him, he asked US detailed questions about our situation rather than making generic promises about maximizing refunds. That level of detailed interest was a good sign he actually knew what he was doing. He also explained exactly why the previous deductions were improper and helped us file amendments. Good luck with your search!
Honestly the state databases are sometimes very slow to update. My CPA's license showed as "pending renewal" for like 3 months after she'd actually completed everything. Before panicking, maybe just call or email them and ask about it directly? A good professional will understand your concern and provide proof of current licensure. They might even have a paper certificate or email confirmation they can share while the database catches up.
This is a really good point. Government websites are notoriously outdated sometimes. I'd definitely ask them about it - their response will tell you a lot about how they handle client concerns.
Just wondering - have you considered using a professional tax preparer who specializes in self-employed taxes? I was in a similar boat last year and paid a CPA who works with gig workers. Cost me about $250 but was totally worth it for the peace of mind. They helped me organize my documentation and told me exactly what I needed to keep for the future. They also told me that most Schedule C audits happen because of wildly inappropriate deductions, not because your income happened to maximize the EIC. As long as your deductions are reasonable and you have some form of records, you're probably fine.
I thought about that but was trying to save money since my income is already pretty tight. Do you think it's worth the cost even if my situation isn't super complicated? Did they find any deductions you missed or was it just for the reassurance?
Yes, I think it's worth the cost even for a relatively straightforward situation, especially in your first year or two of self-employment. The CPA actually found several deductions I had missed - part of my phone bill, a portion of my internet, some office supplies I'd forgotten about. These additional deductions saved me around $400 in taxes, so the service more than paid for itself. The peace of mind was the biggest value though. Having a professional review everything and say "this looks correct" eliminated so much anxiety. They also gave me a simple system for tracking everything this year, which has made the whole process much easier. If money is tight, you might look into VITA (Volunteer Income Tax Assistance) which offers free tax help for people who make under $60,000.
One thing to consider is to double check your actual EIC calculation. The maximum EIC benefit varies based on your filing status and number of qualifying children. For 2024 taxes (2025 filing season), the maximum EIC is around $7,430 with three or more qualifying children, $6,604 with two children, $3,995 with one child, and $600 with no children. The income sweet spot for maximum EIC is roughly between $14,800 and $21,560 depending on your filing status and number of dependents. So your income might naturally fall in that range without any manipulation.
This is a good point. The IRS isn't suspicious of people who happen to be in the EIC range - they're looking for people who make up fake income or dependents. Lots of legitimate self-employed people naturally fall into this income range.
Marcus Williams
I amended my 2021 tax return last year and here's what to expect: it took about 5 months to process (way longer than they say online), but I did get about $650 back from adding some forgotten business expenses. The key is documentation - keep every receipt and evidence of those business expenses. I scanned everything and kept a spreadsheet detailing what each expense was for, just in case. Never got audited or even questioned!
0 coins
Lily Young
β’Did you do it yourself or use a tax professional? I'm trying to figure out if I can handle an amendment myself or if I need to pay someone.
0 coins
Marcus Williams
β’I did it myself using the same tax software I originally filed with. Most of the major tax platforms have an amendment feature that helps walk you through the process. It pre-fills a lot of the information from your original return, so you only need to focus on what's changing. I found it pretty straightforward, especially since I was just adding business expenses to my Schedule C. If your amendment is more complicated (like changing filing status or something more substantial), then getting professional help might make sense. But for adding missed deductions, you can probably handle it yourself.
0 coins
Kennedy Morrison
I'm wondering about the timing - is it better to file an amendment for 2022 now or should I wait until after I file my 2023 taxes? I'm in a similar situation with finding old business receipts.
0 coins
Wesley Hallow
β’File them separately! I made the mistake of trying to deal with everything at once and it created a huge mess. Do your 2023 taxes normally, then handle the 2022 amendment after. Keeps everything cleaner and prevents confusion.
0 coins