Form Qba - Application For Designation As A Qualified Business For The Qualified Equity And Subordinated Debt Investments Tax Credit Page 4

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with or within 1 year before or after the date of such
“Qualified business” means a business which:
investment. For the purposes hereof, reimbursement of
(i) Has annual gross revenues of no more than $3 million in
reasonable expenses incurred shall not be deemed to be
its most recent fiscal year;
compensation.
(ii) Has its principal office or facility in the Commonwealth;
• The statement should be signed by a company officer.
(iii) Is engaged in business primarily in or does substantially
For investors affiliated with the qualified business, such
all of its production in the Commonwealth;
as a Corporate Officer, CFO, etc., the statement should be
(iv) Has not obtained during its existence more than $3 million
signed by another member of the company.
in aggregate gross cash proceeds from the issuance of
Please note: For married investors, the credit cannot be
its equity or debt investments (not including commercial
issued jointly. The investment must be made individually
loans from chartered banking or savings and loan
and a separate Form EDC and business statement must be
institutions); and
provided for each spouse.
(v) Is primarily engaged or is primarily organized to engage
If the investment is an equity investment, the statement must
in the following fields:
indicate that the issuance is original, providing new capital to
1. advanced computing,
the qualified business and that it is not required, or subject to
2. advanced materials,
an option, that the issuer redeem the issuance within 3 years
of the issuance date.
3. advanced manufacturing,
If the investment is a subordinated debt investment, the
4. agricultural technologies,
statement must indicate that the issuance is original, providing
5. biotechnology,
new capital to the qualified business and that, by its terms,
6. electronic device technology,
requires no repayment of principal for 3 years after issuance,
7. energy,
is neither guaranteed nor secured by assets of the issuer
nor by any other person or entity, and is subordinate to all
8. environmental technology,
indebtedness and obligations to national or state chartered
9. information technology,
banking or savings and loan institutions.
10. medical device technology,
The taxpayer is required to attach this statement to the Form
11.
nanotechnology, or
EDC.
12. any similar technology-related field determined by
Definitions
regulation by the Department of Taxation.
“Equity” means common stock or preferred stock, regardless
“Commercialization investment” means a qualified
of class or series, of a corporation; a partnership interest in
investment in a qualified business that was created to
a limited partnership; or a membership interest in a limited
commercialize research developed at or in partnership with
liability company, any of which is not required or subject to
an institution of higher education.
an option on the part of the taxpayer to be redeemed by the
A business in its first taxable year of operation will be deemed
issuer within 3 years from the date of issuance.
to have annual gross revenues of no more than $3 million
“Subordinated debt” means indebtedness of a corporation,
and be primarily engaged in business and do substantially
general or limited partnership, or limited liability company that
all of its production in the Commonwealth if the commercial
(i) by its terms requires no repayment of principal for the first 3
domicile pursuant to 23 VAC10-120-140 of such business is
years after issuance; (ii) is not guaranteed by any other person
within the Commonwealth. (23 VAC10-110-225).
or entity, or secured by any assets of the issuer or any other
“Commercial domicile” means the state where the principal
person or entity; and (iii) is subordinated to all indebtedness
office from which the business affairs of the corporation are
and obligations of the issuer to national or state-chartered
normally directed or managed. See 23 VAC10-120-140 D.
banking or savings and loan institutions.
“Primarily engaged in business in the Commonwealth”
“Qualified investment” means a cash investment in a
means 50% or more of the entity’s gross receipts are derived
qualified business in the form of equity or subordinated
from sources within Virginia.
debt.
“Substantially all of its production in the Commonwealth”
An investment shall not be qualified if the taxpayer who holds
means 80% or more of the entity’s expenses are incurred
such investment, or a member of taxpayer’s family, or any
within Virginia.
entity affiliated with such taxpayer, receives (or has received)
compensation from the qualified business in exchange for
Virginia Tax Bulletin 00-5, dated July 31, 2000, and Title
services provided to such business as an employee, officer,
23 of Virginia Administrative Code (VAC) 10-110-225
director, manager, independent contractor or otherwise in
provide additional information on this credit. To obtain
connection with such business or within 1 year before or after
this bulletin, see “Where to Get Help” above.
the date of such investment.
For purposes hereof, reimbursement of reasonable expenses
incurred shall not be deemed to be compensation. A
qualified investment shall not include existing investments
or instruments that have been purchased, transferred, or
otherwise obtained without providing new capital to a qualified
business.

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