Entity Setup
Entity Setup & Digital Assets: What Businesses Need to Know Post-OBBB
Businesses navigating entity formation and digital assets face evolving rules under OBBB; staying ahead of depreciation, CAMT, and broker reporting is essential.
By NomadicTax Research Team • 5-8 min read • March 28, 2026
## Entity Setup in Light of New Business-Focused Rules
### The Corporate Alternative Minimum Tax (CAMT) Guidance
Notice 2026-7 provides interim guidance on **adjusted financial statement income (AFSI)** adjustments, special rules for financially troubled companies, and anti-abuse rules involving asset transfers under Section 367(d). ([irs.gov](https://www.irs.gov/pub/irs-irbs/irb26-11.pdf?utm_source=openai))
Businesses approaching or over CAMT thresholds (large corporations) should review their accounting practices: how financial statement income differs from taxable income can materially affect liability.
### Special Depreciation Allowance for Qualified Production Property
Notice 2026-16 offers interim guidance under OBBB for taxpayers wishing to elect **100% depreciation** (special allowance) on qualified production property placed in service between July 5, 2025 and December 31, 2030. ([irs.gov](https://www.irs.gov/newsroom/treasury-irs-issue-guidance-on-special-depreciation-allowance-for-qualified-production-property-announce-upcoming-proposed-regulations-under-the-one-big-beautiful-bill?utm_source=openai))
Eligible businesses include manufacturers, chemical producers, agricultural producers, refiners. Elections must be made properly to claim the allowance; also, watch depreciation recapture if property changes use.
## Digital Assets & Broker Reporting Responsibilities
Final regulations take effect for calendar year 2025. Brokers must report gross proceeds in 2025 and basis information starting in 2026. Forms 1099-DA will be used. Real-estate professionals acting as brokers also have specific reporting obligations. ([irs.gov](https://www.irs.gov/newsroom/final-regulations-and-related-irs-guidance-for-reporting-by-brokers-on-sales-and-exchanges-of-digital-assets?utm_source=openai))
Certain transactions remain excepted (e.g. decentralized/non-custodial brokers, transactions like staking or liquidity providers), though future rules are pending. ([irs.gov](https://www.irs.gov/newsroom/final-regulations-and-related-irs-guidance-for-reporting-by-brokers-on-sales-and-exchanges-of-digital-assets?utm_source=openai))
## Practical Entity Formation Tips with OBBB in Mind
- Choose entity structure (LLC, S-Corp, C-Corp) considering how OBBB changes phase in: CAMT for C-Corps, QBID for pass-throughs, different depreciation and credit eligibility.
- For businesses that produce clean fuels, proposed OBBB regulations under § 45Z redefine feedstock eligibility, emissions rates, prohibited foreign entities restrictions, and attribution rules. Entities in that industry should monitor proposed regulations closely. ([irs.gov](https://www.irs.gov/newsroom/treasury-irs-issue-proposed-regulations-on-the-clean-fuel-production-credit-under-the-one-big-beautiful-bill?utm_source=openai))
- Depreciation strategy: deciding **when to place property in service** can maximize ability to use full first-year deduction; cost segregation, asset classification, use dictates recapture risk.
## Examples for Businessowners
- **Small manufacturer** placing a production line in service August 2025: elect special depreciation under Notice 2026-16 to write off full cost immediately.
- **Agricultural refinery** producing biofuel after Dec 31, 2024: must ensure feedstocks are US/Canada/Mexico, emissions rates tracked; obtain registration with IRS via Form 637 if claiming clean fuel production credit.
- **Broker of digital assets (custodial platform):** needs to prepare 1099-DA reporting gross proceeds in 2025, basis in 2026. Also implement system to track non-custodial or excluded transactions when new guidance emerges.
## Key Takeaways for Setup and Operations
1. Keep structuring and timing decisions aligned with law changes: OBBB departs from previous RANDOM provisions in depreciation, credits, and taxes.
2. Update accounting systems sooner rather than later for basis tracking, reporting obligations under CAMT, and depreciation election workflows.
3. Consult with tax professionals with recent OBBB implementation experience—many rules are nuanced and still being finalized.
4. Keep revisiting IRS notices, proposed regulations, and interim guidance—they often provide clarity on definitions and procedures not spelled out in statute.
**Summary:** For entities and businesses, OBBB brings both opportunities and compliance risk. Proactive planning around depreciation, entity election, digital asset reporting, and CAMT can help you take advantage of new benefits while avoiding pitfalls.