The Gift of Closely Held Stock
Original founders of successful businesses oftentimes hold assets that are greatly appreciated. In many instances, the basis can be practically zero.

A gift of closely held stock usually represents a minority block of the total outstanding shares. After obtaining a qualified appraisal of the shares (required if the gift's value is above $10,000) that takes into account a discount for the minority interest, the desired gift is made. It is deductible at the appraised value and produces income tax savings at a marginal rate of, say, 35 percent. For a gift valued at $50,000, the maximum income tax savings is $17,500.

As a charitable organization, Legal Services of North Florida normally does not invest in closely held corporations; we may accept the gift as long as there are no preconditions on what we will or will not do with the stock. The corporation normally does not welcome outside stockholders and is likely to offer to redeem the stock at its appraised per share valuation, and preferring to have cash to invest, we likely would sell.

Has the gift cost the sole stockholder $32,500 ($50,000 worth of stock minus $17,500 in tax savings)? Not if the corporation redeems the stock and retains it as treasury stock. The donor is still the sole stockholder. With the reduction in the number of shares outstanding, all held shares went up in value to maintain the same total ownership of equity in the firm.

The only cost to the donor is the after-tax income realized had the cash come from the company as dividends or salary, minus the tax savings from the deduction. This can net out at about one-fourth of the value of the gift to us.

A caution: There can be no prearranged contract or agreement for LSNF to sell the stock or for the corporation to buy it if the donor wishes to avoid being taxed on the gain.

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