In this business law breakdown, RRS Managing Partner Paul Skeith discusses series limited liability companies, from forming a series LLC, to liability protection, to things to look out for, to the benefits of a series LLC.
A series LLC can be thought of as being a “mothership” LLC, with several mini LLCs or subunits that are called series LLCs. Each one of those series have their own set of books, and they have separate liability protection from each other and from the mothership LLC.
The whole reason why you would have a series LLC is to separate the liability between the assets and the different series. An example might be different pieces of real estate where you’re worried about if something goes wrong with one of them it might spill over, and people might try to collect against the other assets.
What’s really attractive about a series LLC is that if something goes bad with one of the properties, it won’t spill over into the others if there is something serious. Sometimes, the temptation might be to treat everything like it’s all the same, but you don’t get the liability protection unless you treat them separately.
In order to form a series LLC, or any LLC, you file a certificate of formation with the Texas Secretary of State, and that’s what creates the LLC. In that document, you just need to say that you might have series or you will have series; you don’t have to specify what type of series you will have.
Something that a creditor should look out for when dealing with a series LLC results from the fact that all you have to do is say in the certificate of formation with the secretary of state that we’re going to have series. The issue is, if you’re a creditor, you might be thinking that you’re doing business with all of the LLC and all of its assets, but in reality, you might not be able to collect against some of the series, because those have separate asset protection.
Have questions regarding series LLC? Contact our experienced legal team for assistance.
The 2025 Super Bowl halftime show was unforgettable — not just for the music, but…
The Federal Trade Commission (FTC) has finalized significant updates to the Children's Online Privacy Protection…
Running a business comes with countless responsibilities; even the most diligent owners can let important…
Defamation lawsuits are something that people are generally aware of, but they aren’t well understood. …
One of the latest developments impacting businesses is a federal panel’s decision to draft rules…
The Texas judicial system is distinct in both its structure and the broad range of…