What\u27s in a Name: An Argument for a Small Business Limited Liability Entity Statute (with Three Subsets of Default Rules)

The recent proliferation of small business entity forms is primarily a result of their tax characterization. With the recent adoption of the IRS check-the-box regulations and, as a consequence, the elimination of traditional tax distinctions, many of these forms have lost their appeal. This article proposes starting over with one form, the limited liability entity. Part I discusses the history of small business forms. Part II analyzes the current forms in light of the recent check-the- box legislation. Part III discusses the necessity of and rationale behind a unified entity statute. Finally, Part IV outlines a unified limited liability entity statute with four alternative forms