Florida’s new Protected Series LLC structure allows business owners to separate assets and liabilities within a single LLC—without forming multiple entities. It can be a cost‑effective option for businesses managing multiple projects or investments.
What Is a Protected Series LLC?
A Protected Series LLC is one Florida LLC that can create multiple protected series, each with its own assets, liabilities, members, or managers. When properly structured, the liabilities of one series generally do not impact the assets of other series or the parent LLC.
How Florida Allows It
Florida law (Chapter 605, Florida Statutes) authorizes LLCs to establish protected series, provided the Articles of Organization clearly disclose the liability separation and the company maintains proper internal records.
Why Businesses Use It
Protected Series LLCs are commonly used for:
- Real estate portfolios
- Investment and holding companies
- Franchise or multi‑location businesses
- Intellectual property ownership
Key benefits include lower costs than forming multiple LLCs, centralized administration, and flexible ownership and management structures.
What to Watch Out For
This structure requires disciplined recordkeeping. Poor documentation or unclear contracts can weaken liability protection. In addition, some lenders, insurers, and other states may be unfamiliar with protected series LLCs.
Bottom Line
A Florida Protected Series LLC can be a powerful planning tool—but it’s not one‑size‑fits‑all. Business owners should consult legal and tax advisors to determine whether it fits their goals.
Considering a Protected Series LLC? Our attorneys advise businesses on entity formation, restructuring, and risk management under Florida law. If you’re evaluating whether a Florida Protected Series LLC is appropriate for your business or investment structure, we welcome the opportunity to discuss your options.
About the Author: Heather Cherepkai is an associate in the Business Division of the Law Offices of Moffa, Sutton, & Donnini, P.A. Her practice involves business transactions and business transactions litigation. Ms. Cherepkai handles a wide range of cases including contract drafting, partnership disputes, commercial leases, condominium and homeowners’ association litigation, and construction litigation. These cases encompass diverse industries, including real estate, healthcare, automobile dealerships, and technology. You can reach Heather at 813-939-3227 or HeatherCherepkai@FloridaBusinessLawyer.com.
About the Firm: Moffa, Sutton, & Donnini, PA is a business and state tax law firm with a dedicated focus of representing businesses across Florida. With well over 200 years of combined experience, we are your go to firm for business transactional or litigation matters.
This post is for informational purposes only and does not constitute legal advice.