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A Michigan LLC contractor has 3 members. For tax purposes, how will the LLC be treated by default unless an election is made?

Correct Answer

A) As a partnership

A multi-member LLC is treated as a partnership for federal tax purposes by default unless an election is made to be taxed as a corporation.

Answer Options
A
As a partnership
B
As a sole proprietorship
C
As an S-corporation
D
As a C-corporation

Why This Is the Correct Answer

A multi-member LLC is classified as a partnership by default under IRS check-the-box regulations (Treasury Reg. 301.7701-3). Because the LLC has 3 members (more than one), it does not qualify as a disregarded entity; instead, it is automatically treated as a partnership for federal — and Michigan state — income tax purposes unless the members affirmatively elect corporate treatment.

Why the Other Options Are Wrong

Option B: As a sole proprietorship

Sole proprietorship treatment applies only to a single-member LLC that has not elected corporate status. With 3 members, the LLC cannot be treated as a disregarded/sole-proprietorship entity.

Option C: As an S-corporation

S-corporation status requires a separate IRS Form 2553 election after first electing to be treated as a corporation. It is never the automatic default for an LLC.

Option D: As a C-corporation

C-corporation treatment also requires an affirmative election (Form 8832). No LLC is automatically taxed as a C-corp by default.

Memory Technique

Think '2+ members = partnership by default.' Just as a general partnership has multiple partners sharing profits, a multi-member LLC mirrors that treatment automatically.

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