Twelve rules reshaped the ground a small business partnership or LLC stands on between 2019 and 2026, and the costliest lesson in the log below is not really about partnerships at all. In June 2024 the Supreme Court decided that a company's life insurance payout, bought to fund exactly this kind of buyout, still counts toward a dead owner's taxable estate. For one family, that reading added $889,914 of federal estate tax to a $3 million buyout (Connelly v. United States, in the log below).
The dates matter because the law keeps moving in both directions. A rule is imposed, a court or an agency undoes part of it, and the practical answer for an owner settles somewhere between the headline and the reversal: the Corporate Transparency Act's beneficial ownership filing requirement was exempted for every company formed in the United States in March 2025, then made permanent in August 2026, and the owners who filed anyway lost nothing but an afternoon. The log records each change with its date and its primary source, newest first. The sections after it cover the three changes worth acting on, and what to check before relying on any single row.
What changed, newest first
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1 Oct 2026SBA tightens the rules for a partner buyout loan
SOP 50 10 8.1 takes effect for SBA 7(a) and 504 loans numbered on or after this date, moving partner buyout rules into Appendix 15: at least one original owner has to stay with the business and personally guarantee the loan, the remaining owners buying out a partner must have actively managed the business for the last 24 consecutive months, and the required 10% equity injection can be only half covered by a seller note, and only if that note is on full standby for the whole loan term. How to finance a partner buyout runs the numbers both ways.
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14 Aug 2026FinCEN makes the beneficial ownership exemption permanent
A final rule adopts the March 2025 interim rule's exemptions for good: every company formed in the United States, and every owner of one, is permanently exempt from filing beneficial ownership information under the Corporate Transparency Act, and FinCEN says it will delete the ownership data it already collected from those owners. A foreign company registered to do business here still files.
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12 Feb 2026The FTC's noncompete rule is struck from the federal rulebook
16 CFR Part 910, the FTC's 2024 rule against most worker noncompetes, is removed from the Code of Federal Regulations to match the court rulings that had already blocked it nationwide. Whether a partner's own noncompete holds up still turns on the state statute covering a business sale or a partner's exit, not on federal law. See non-compete laws by state.
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5 Sep 2025The FTC drops its appeals of the noncompete rule
The Commission votes 3 to 1 to stop defending the 2024 rule in the Fifth and Eleventh Circuits, clearing the way for the February 2026 removal above.
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4 Jul 2025The 2025 tax law widens the startup stock exclusion
For stock issued after this date, the federal exclusion on qualified small business stock (Section 1202) reaches 50% after a three year hold instead of needing five years for any exclusion at all, and climbs to 100% at five years; the per taxpayer cap rises from the greater of $10 million or 10 times basis to $15 million. It matters to a partner whose interest converts into C corporation stock before a sale; see co-founder equity split.
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Jul 2025The IRS opens online filing for an 83(b) election
Form 15620 can now be filed through an IRS online account instead of only by mail, though a copy still has to reach the company and the 30 day deadline is unchanged. How to file an 83(b) election covers the deadline and what the form needs.
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26 Mar 2025FinCEN exempts US companies from beneficial ownership reporting
An interim final rule redefines 'reporting company' under the Corporate Transparency Act to reach only entities formed under foreign law and registered to do business in the United States, so a domestic partnership or LLC and its owners no longer have to file.
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6 Jun 2024Connelly v. United States changes buy-sell insurance math
A unanimous Supreme Court holds that a company's obligation to redeem a dead owner's shares does not cancel out the life insurance bought to fund it, so the insurance payout still raises the company's value for estate tax purposes. Buy-sell agreements for business partners and what happens when a business partner dies cover what to check in an agreement funded this way.
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1 Jan 2023Rhode Island adopts the harmonized 2013 partnership act
Rhode Island replaces its 1914 based partnership statute with the Uniform Law Commission's 2013 harmonized text, covering partnerships formed from this date and any older partnership whose partners elected in; since 1 January 2024 it governs every Rhode Island partnership (R.I. Gen. Laws §7-12.1-110(b)). See partnership and LLC laws by state.
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1 Jan 2023Wisconsin's new LLC law takes over every Wisconsin LLC
2021 Wisconsin Act 258, enacted 15 Apr 2022, replaces chapter 183 with a harmonized version of the uniform LLC act, written to govern every existing and future Wisconsin LLC from this date, not only new ones.
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1 Sep 2021Arkansas replaces its LLC act
Act 1041 of 2021 repeals Arkansas's old pass-through LLC statute and enacts the state's version of the uniform LLC act, Ark. Code §4-38-101 et seq.
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1 Jan 2019Alabama's current partnership law takes effect
Act 2018-125 enacts the Alabama Partnership Law, chapter 10A-8A, the harmonized 2013 partnership act Alabama still runs on today.
The three changes worth acting on
Most of the log changes very little for most owners. Three rows do more than that, and they are worth reading past the one line in the table.
Connelly, if your buyout is funded by company owned life insurance. The ruling only bites once an owner's whole estate, business included, is near the federal exclusion ($15 million a person for 2026) or a lower state threshold. Below that line, the case changes nothing about how the money moves, only about what counts on paper.
The SBA's October 2026 rules, if a buyout is going through a 7(a) loan. The seller note standby rule is the one that catches people: a note that pays the departing partner anything during the SBA loan's term does not count toward the 10% equity injection, which can turn a planned structure into one that falls short at the bank.
The noncompete repeal, read correctly. The federal rule never reached most owner level covenants in the first place; it was aimed at employees. Its removal changes almost nothing for a partner agreeing not to compete on a sale or an exit. What was always true, and still is, is that the answer sits in the state statute, not in federal news.
What to check before relying on any of this
Before you act on a row in the log
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A buy-sell agreement funded by company owned life insurance
Check whether the insurance payout, counted under Connelly, would push an owner's estate over the federal exclusion or a state threshold. If not, little changes.
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An SBA 7(a) loan financing a partner buyout
Confirm the deal meets the equity injection and seller note standby rules in SOP 50 10 8.1 before counting on a seller note to cover part of the injection.
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A noncompete tied to a sale, dissolution, or a partner's exit
Read your state's statute. Most states that restrict employee noncompetes still allow one agreed on a business sale or a partnership's dissolution.
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A plan to raise outside money and eventually sell stock
The 2025 changes to the qualified small business stock exclusion only matter once the business is (or will become) a C corporation issuing stock after 4 Jul 2025.
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Anything that once worried about Corporate Transparency Act filings
A domestic partnership or LLC owes FinCEN no beneficial ownership report under the rule as it now stands.
This is general information, not legal or tax advice. The dates and figures above are accurate as of the day each row says, and a rule can change again; a lawyer or tax adviser in your state should confirm how any of this applies to your agreement before you rely on it.
How we keep this page current
This page is updated as the underlying rules change, not on a schedule. Each row in the log names its own source and date, so a row that falls out of date keeps its history rather than being quietly rewritten; a change we have not caught yet is a reason to check the primary source linked on the relevant row. Last checked 1 October 2026.
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