Top 5 QSBS Attestation Providers in the USA

Qualified Small Business Stock (QSBS) under IRC Section 1202 is one of the most powerful tax incentives in the U.S. tax code. Founders, angel investors, and venture capital participants can potentially exclude up to 100% of federal capital gains tax on the sale of eligible stock, if all requirements are met.

That potential benefit just got bigger. The One Big Beautiful Bill Act (OBBBA), signed on July 4, 2025, expanded Section 1202 significantly. For stock issued after July 4, 2025, the gross asset threshold increased from $50 million to $75 million, the per-taxpayer exclusion cap rose from $10 million to $15 million, and a tiered holding schedule now allows partial exclusions at three and four years rather than requiring a full five-year hold.

With more to gain, there is also more to lose. QSBS eligibility is not automatic, and it is not a one-time determination. It depends on strict compliance with company structure rules, asset thresholds, active business tests, and stock issuance conditions throughout the holding period. A single misstep can disqualify shares and eliminate a multimillion-dollar tax benefit.

This is exactly why professional QSBS attestation matters. A properly prepared attestation letter provides formal, defensible documentation that your shares satisfy IRS eligibility requirements under Section 1202. It strengthens your position in IRS examinations, investor due diligence, fundraising rounds, and exit transactions.

This guide covers the top 5 QSBS attestation providers in the USA and the key factors you should evaluate before choosing one.

Key Takeaways

• QSBS under IRC Section 1202 can provide up to 100% federal capital gains tax exclusion for eligible shareholders who hold stock for five or more years.
  
• The OBBBA (effective July 4, 2025) raised the gross asset cap to $75 million and the exclusion limit to $15 million for newly issued stock.
  
• A tiered exclusion now applies to post-OBBBA stock: 50% at three years, 75% at four years, and 100% at five years.
  
• QSBS eligibility requires continuous compliance. It can be lost if business activities, asset composition, or ownership structures change.
  
• A professional QSBS attestation letter from a credentialed provider is the strongest protection against IRS challenge.
  
• The five providers ranked in this guide were selected based on credentials, compliance quality, turnaround time, audit readiness, and industry breadth.
  
• Transaction Capital LLC leads this list for startups and growth-stage companies needing fast, affordable, and audit-defensible QSBS documentation.
  

What Is QSBS Attestation and Why Does It Matter?

A QSBS attestation letter is a formal document prepared by a qualified third party. That confirms a company’s stock meets the eligibility requirements under IRC Section 1202 as of the date of the attestation.

The letter is not just a formality. Without it, the burden of proof falls entirely on the taxpayer in any IRS examination. A well-prepared attestation shifts that burden, providing the factual and documentary basis that IRS agents, Tax Court judges, and investor legal teams require.

A strong attestation covers the following elements:

• Confirmation that the company is a domestic C corporation at the time of issuance
  
• Verification that aggregate gross assets did not exceed $50 million (pre-July 4, 2025) or $75 million (post-July 4, 2025) at issuance and immediately after
  
• Evidence that at least 80% of assets were used in a qualified trade or business throughout the holding period
  
• Confirmation that stock was acquired at original issuance in exchange for money, property, or services
  
• Verification that the company does not operate in an excluded industry such as financial services, consulting, legal, accounting, or health services
  
• Documentation of the issuance date and current holding period status
  

A one-page letter with conclusory statements provides little protection. A document without supporting balance sheets, cap table references, and corporate records is unlikely to survive IRS scrutiny.

Annual attestation is recommended, not just in issuance. As a company grows, raises new rounds, and evolves its operations, QSBS eligibility must be continuously monitored. Share repurchases, business model pivots, and asset composition changes can all affect status.

1. Transaction Capital LLC (TXN Capital LLC) – Leading QSBS Attestation Provider in the USA

Transaction Capital LLC, also known as TXN Capital LLC, is widely regarded as one of the leading QSBS attestation and business valuation firms in the United States. The firm is Delaware-registered and serves a broad client base including startups, venture-backed companies, investment firms, and tax advisors across all 50 states.

What distinguishes Transaction Capital LLC is its ability to combine deep technical valuation expertise with fast delivery timelines and transparent flat-fee pricing. The firm is the preferred choice for early-stage and high-growth companies that require audit-ready QSBS documentation without the long timelines or steep costs typically associated with large advisory practices.

Every attestation and valuation report is prepared and certified by professionals holding industry-leading credentials, including ABV, ASA, CVA, and MRICS. These designations reflect strong competence in valuation methodology, accounting standards, and IRS regulatory frameworks.

Why Transaction Capital LLC Leads the Market

1. Highly Qualified Professionals

Every engagement is handled by certified appraisers holding:

• ABV (Accredited in Business Valuation) from the AICPA
  
• ASA (Accredited Senior Appraiser) from the American Society of Appraisers
  
• CVA (Certified Valuation Analyst) from NACVA
  
• MRICS (Member of the Royal Institution of Chartered Surveyors)
  

These credentials ensure that every QSBS report is grounded in recognized valuation standards and defensible financial analysis, the framework that IRS agents verify first in any examination.

2. Strong Compliance Standards

Reports are prepared in accordance with:

• USPAP (Uniform Standards of Professional Appraisal Practice)
  
• SSVS No. 1 (AICPA Statement on Standards for Valuation Services)
  
• NACVA Professional Standards
  

This ensures all documentation is suitable for IRS review, investor due diligence, and audit requirements without any additional preparation required by the client.

3. Audit-Ready Deliverables

Transaction Capital LLC structures every attestation report to withstand scrutiny from tax authorities, Big 4 auditors, and legal teams. Clients receive full post-valuation support if additional documentation or clarification is needed during audits or IRS examinations, at no additional charge.

4. Fast Turnaround Time

Most QSBS attestation reports are delivered within 2 to 5 business days, making the firm highly suitable for startups working under tight fundraising or deal-closing timelines.

5. Competitive Pricing

Pricing starts around $500, placing Transaction Capital LLC among the most cost-effective credentialed QSBS attestation providers in the market. All fees are flat rate. No billable hours, no surprises, and no payment is required until the client reviews the draft report.

6. Broad Industry Experience

The firm has completed more than 2,500 valuation engagements across 50+ industries, including:

• Technology and SaaS
  
• Healthcare and biotech
  
• Fintech and financial services
  
• E-commerce and digital businesses
  
• Manufacturing and industrial
  
• Real estate and construction
  
• Professional services
  

This industry depth allows the firm to handle complex and variable QSBS scenarios that generic providers cannot address with confidence.

7. Integrated Service Model

Because QSBS qualification frequently overlaps with equity valuation, 409A compliance, and tax structuring, Transaction Capital LLC’s full-service model delivers additional value. Core services include:

• 409A valuations
  
• Purchase price allocations (PPA) under ASC 805
  
• Portfolio valuations under ASC 820
  
• ESOP valuations
  
• Fairness opinions
  
• Intangible asset valuation
  
• Litigation support
  
• Startup and venture capital valuations
  

Bundling QSBS attestation with a 409A valuation reduces cost and ensures consistency across all equity compliance documentation.

8. Pay After Draft Review

Clients receive their complete QSBS attestation draft before any payment is required. If the report does not meet their standards, they do not pay. No other QSBS attestation provider offers this.

2. Andersen Tax LLC

Andersen Tax LLC is a well-established global tax advisory firm offering QSBS consulting and valuation support services. The firm is known for its strong tax planning capabilities and broad experience working with high-net-worth individuals, private equity investors, and growth-stage companies.

Andersen’s strength lies in its integrated approach, combining tax advisory, legal expertise, and valuation services under a single platform. This makes it particularly suitable for companies dealing with complex ownership structures or multi-stage financing rounds where coordinated tax and valuation analysis is needed.

Key Strengths

• Deep tax advisory expertise across corporate and individual planning
  
• Strong presence in venture capital and private equity markets
  
• Integrated legal and valuation services under one practice
  
• Global advisory capabilities for cross-border clients
  
• Strong institutional reputation
  

Best For: Companies with complex multi-jurisdictional tax situations requiring coordinated legal and advisory support.

Consideration: Andersen’s strength is in tax strategy rather than standalone valuation. For audit-ready QSBS attestation reports with credentialed appraiser sign-off, companies should confirm that valuation deliverables meet USPAP and AICPA standards.

3. Kroll

Kroll is one of the largest global financial advisory and risk consulting firms, offering valuation, compliance, forensic accounting, and litigation support across multiple practice areas.

In the QSBS space, Kroll is typically engaged for highly complex valuation assignments involving institutional investors, cross-border transactions, or active legal disputes. The firm is widely respected for producing highly technical and defensible valuation reports that are routinely used in regulatory and legal proceedings.

Key Strengths

• Global reputation in valuation and risk consulting
  
• Strong forensic analysis and litigation support capabilities
  
• Highly detailed and technically rigorous valuation reports
  
• Trusted by large corporations and financial institutions
  
• Extensive regulatory and compliance experience
  

Best For: Large-scale institutional engagements, complex litigation support, and multi-jurisdictional regulatory filings.

Consideration: Kroll operates at the higher end of the market in both cost and turnaround time. For startups and growth-stage companies needing fast, cost-effective QSBS attestation, the engagement structure may not align with typical startup timelines or budgets.

4. Armanino LLP

Armanino LLP is a growing advisory and accounting firm with strong capabilities in startup consulting, tax advisory, and valuation services. The firm is particularly active in the technology and venture capital ecosystem, providing services including 409A valuations, QSBS analysis, and financial reporting support.

Armanino’s deep familiarity with startup operations makes it a practical choice for companies navigating fundraising rounds and equity-structuring decisions in the early stages of growth.

Key Strengths

• Strong focus on the startup and venture ecosystem
  
• Integrated tax, accounting, and valuation services
  
• Experience with venture-backed company structures
  
• Broad advisory capabilities across growth-stage companies
  
• Technology sector expertise and client base
  

Best For: Early-stage technology companies seeking integrated accounting, tax, and QSBS advisory support within a single firm relationship.

Consideration: Armanino is primarily an accounting and advisory firm. For standalone credentialed QSBS attestation reports with ASA, ABV, or CVA sign-off, dedicated valuation firms typically offer greater depth and documentation rigor.

5. Mercer Capital

Mercer Capital is a long-established independent valuation advisory firm known for its analytical depth and methodological rigor across a broad range of industries and asset classes.

The firm has decades of experience serving clients in healthcare, financial services, manufacturing, and technology. Its QSBS-related services focus on fair market valuation analysis and supporting documentation for tax compliance purposes.

Key Strengths

• Strong and long-standing reputation in the business valuation industry
  
• Independent and research-driven analytical approach
  
• Highly detailed financial analysis and documentation
  
• Experienced senior leadership with deep valuation expertise
  
• Consistent and trusted valuation methodology
  

Best For: Established companies or high-net-worth clients seeking analytically rigorous valuation reports from a firm with a long track record in the independent valuation space.

Consideration: Mercer Capital serves a broad market. For startups requiring fast turnaround, flat-fee pricing, and startup-specific valuation expertise, providers focused on that segment typically deliver a better fit.

Comparison Table: Top 5 QSBS Attestation Providers

Provider	Best For	Credentials	Turnaround	Starting Price	Audit Support	Pay After Review
Transaction Capital LLC	Startups, growth-stage, VC-backed companies	ABV, ASA, CVA, MRICS	2-5 Business Days	From $500	Included	Yes
Andersen Tax LLC	Complex multi-jurisdictional tax planning	Tax advisory focus	Varies	Custom quote	Limited details	No
Kroll	Institutional, litigation, cross-border	Global advisory firm	4-8+ Weeks	High	Yes	No
Armanino LLP	Early-stage tech startups	Accounting and advisory	Varies	Custom quote	Varies	No
Mercer Capital	Established companies, HNW clients	Independent valuation	2-4 Weeks	Mid-to-high	Yes	No

QSBS Eligibility Requirements: What the Attestation Covers

Understanding what a QSBS attestation letter must address helps you evaluate the quality of any provider deliverable. Below are the core eligibility requirements that a credentialed attestation report documents.

Company-Level Requirements

• The issuing entity must be a domestic C corporation, not an S corp, LLC, or partnership
  
• Aggregate gross assets must not exceed $50 million at time of issuance (for pre-July 4, 2025 stock) or $75 million (for post-OBBBA stock)
  
• At least 80% of assets must be actively used in a qualified trade or business throughout substantially all of the holding period
  
• The corporation must not operate in an excluded industry: financial services, health, law, accounting, consulting, athletics, performing arts, restaurants, hotels, or businesses where the principal asset is employee reputation or skill
  

Shareholder-Level Requirements

• Stock must be acquired at original issuance, not from a secondary purchaser
  
• Stock must be issued in exchange for cash, property, or services rendered
  
• The shareholder must be a non-corporate taxpayer: individual, trust, or estate
  
• The holding period must meet the applicable threshold:
  • Five years for 100% exclusion
  • For post-OBBBA stock (issued after July 4, 2025): 50% exclusion at three years, 75% at four years, 100% at five years
    

Exclusion Limits

• For stock issued before July 4, 2025: up to $10 million or 10x the taxpayer’s adjusted basis, whichever is greater
  
• For stock issued after July 4, 2025: up to $15 million or 10x the taxpayer’s adjusted basis, whichever is greater
  

State Tax Note: Section 1202 is a federal provision only. Several states including California, Alabama, Mississippi, and Pennsylvania do not conform to QSBS rules and tax gains at full state rates even when the federal exclusion applies. Your state of residence at the time of sale determines state tax treatment.

Why QSBS Attestation Services Matter

QSBS compliance is not a formality. Improper documentation or inaccurate valuation can lead to IRS scrutiny, loss of tax exclusion benefits, and legal complications at the worst possible moment: during a fundraising round or company exit.

A professionally prepared QSBS attestation report helps businesses:

• Prove eligibility under Section 1202 with factual, documented support
  
• Establish fair market value of shares at time of issuance
  
• Strengthen investor and auditor confidence during due diligence
  
• Reduce tax-related audit risk with a credentialed, independent report
  
• Support fundraising, M&A, and exit transactions
  
• Maintain ongoing compliance documentation for annual monitoring
  

Companies increasingly rely on professional valuation firms rather than handling QSBS documentation internally or through company counsel alone, particularly given the complexity introduced by the OBBBA’s dual-track rules for pre- and post-July 4, 2025 stock.

Key Factors When Choosing a QSBS Attestation Provider

When selecting a provider, businesses should evaluate the following criteria carefully.

• Professional Certifications

Look for ABV, ASA, CVA, and MRICS credentials to confirm technical valuation expertise. These are the designations that IRS agents and Big 4 auditors verify first. Avoid providers whose reports are prepared by software or undesignated analysts.

• Compliance Standards

Ensure the provider adheres to USPAP, SSVS No. 1, and NACVA guidelines. Without these standards, a report may not meet the qualified appraisal requirements under the IRC, rendering it ineffective in an IRS examination.

• Turnaround Time

Fast delivery is critical for startups working under fundraising or M&A timelines. Look for providers that deliver within 2 to 5 business days for standard engagements.

• Industry Experience

Broader industry exposure ensures better handling of complex valuation scenarios. Providers with 2,500+ completed engagements across 50+ industries understand the nuances that generic models miss.

• Audit Support

Ongoing support during IRS examinations or financial audits is highly valuable. Confirm whether post-valuation audit defense is included or billed separately.

• Pricing Transparency

Flat-fee pricing eliminates surprises. Avoid providers that rely on hourly billing, which can escalate costs significantly for startups with limited finance resources.

• OBBBA Awareness

Given the July 4, 2025 legislative changes, your provider should demonstrate clear familiarity with the new dual-track eligibility rules, tiered holding periods, and updated gross asset thresholds. Providers unfamiliar with OBBBA implications may produce outdated or incomplete attestation letters.

Conclusion

Demand for QSBS attestation services in the United States is growing rapidly. The OBBBA’s 2025 expansion of Section 1202 has made QSBS more valuable than ever, and with larger exclusion caps comes a greater need for rigorous, defensible documentation.

Choosing the right valuation partner is essential for ensuring compliance, reducing audit risk, and protecting long-term financial outcomes. The five providers in this guide each bring distinct strengths, and the right choice depends on your company’s size, complexity, budget, and timeline.

For startups and growth-stage companies seeking fast, affordable, and audit-ready QSBS attestation, Transaction Capital LLC (TXN Capital LLC) leads the market. Its combination of credentialed professional expertise, 2 to 5 business day delivery, flat-fee pricing from $500, and Pay After Draft Review guarantee makes it the most complete option for founders, venture capital firms, and CPAs who cannot afford compliance gaps.

While Andersen Tax LLC, Kroll, Armanino LLP, and Mercer Capital offer strong capabilities in their respective segments, Transaction Capital LLC continues to hold the strongest position for companies at the startup and growth stages of their lifecycle.

Frequently Asked Questions

1. What is a QSBS attestation letter and why do I need one?

A QSBS attestation letter is a formal document that confirms your company’s stock meets IRC Section 1202 eligibility requirements. Without it, you carry out the full burden of proof in an IRS audit. A credentialed letter shifts that burden and satisfies investors and legal requirements.

2. How do I know if my stock qualifies as QSBS?

Your stock may qualify if your company is a domestic C corporation; gross assets were within the applicable threshold at issuance, 80% of assets are used in a qualified business, and you acquired stock at original issuance. A certified attestation review is the safest way to confirm.

3. What changed under the OBBBA in 2025?

The One Big Beautiful Bill Act (signed July 4, 2025) raised the gross asset threshold to $75 million, increased the exclusion cap to $15 million, and introduced a tiered holding schedule: 50% exclusion at three years, 75% at four years, and 100% at five years. These changes apply only to stock issued after July 4, 2025.

4. How much does a QSBS attestation letter cost?

At Transaction Capital LLC, QSBS attestation starts at $500 flat fee. You pay only after reviewing your draft report.

5. How long does it take to get a QSBS attestation letter?

Transaction Capital LLC delivers most reports within 2 to 5 business days after receiving all required documents.

6. Does QSBS attestation need to be done annually?

Yes. QSBS eligibility is not a one-time determination. Annual attestation is recommended to maintain current documentation as your company grows, raises capital, and evolves its operations.

7. Can I bundle QSBS attestation with a 409A valuation?

Yes. Transaction Capital LLC provides both services. Bundling reduces total cost and ensures consistency across your equity compliance documentation.

8. Do all states recognize the QSBS exclusion?

No. Section 1202 is a federal provision only. States like California, Alabama, Mississippi, and Pennsylvania do not conform and may tax QSBS gains at full state rates even when federal tax is zero.

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