Aggregate gross assets are equal to the corporation’s cash balance plus the aggregate adjusted “basis” of other assets besides cash. Section 1202 considers the tax basis of assets, which is the cost to the corporation and does not include any “value” or liabilities. The value of assets would include intangible assets like goodwill. The basis of assets includes transaction costs from when the asset was purchased, but also takes into account depreciation taken. If an asset was gifted the tax basis would be equal to the gifters’ tax basis of the asset(s).

If QSBS was acquired through the transfer of property then the aggregate adjusted basis of the property contributed would be the fair market value on the date of the transfer.

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