Two Decades of "Alternative Entities": From Tax Rationalization Through Alphabet Soup to Contract as Deity

Authors

Daniel S. Kleinberger, Mitchell Hamline School of LawFollow

Document Type

Article

Publication Date

2009

Publication Information

14 Fordham Journal of Corporate and Financial Law 445 (2009)

Abstract

This essay: (i) puts into perspective the past 20 years of developments in the U.S. law of limited liability companies (LLCs), limited liability partnerships (LLPs), and limited liability limited partnerships (LLLPs); (ii) explains how a movement toward tax rationalization has been transformed into a palace coup aimed at fiduciary duty (a fundamental tenet of the U.S. law of closely held businesses); and (iii) criticizes both conceptually and pragmatically efforts to "kill Cardozo" and worship "freedom of contract."

Repository Citation

Kleinberger, Daniel S., "Two Decades of "Alternative Entities": From Tax Rationalization Through Alphabet Soup to Contract as Deity" (2009). Faculty Scholarship. 222.
https://open.mitchellhamline.edu/facsch/222