Series LLCs – The IRS Weighs In


If you own or operate a business through a limited liability company (LLC), in recent years you may have heard talk of the “series LLC.” In general, a series LLC is an LLC that may hold separate assets in two or more separate series, and each separate series may be owned by one or more separate persons in varying percentages. In many respects, each series is like a separate subsidiary.

If certain organizational and operating requirements are satisfied, then the liabilities with respect to a particular series are enforceable against the assets of such series only, and not against the assets of the LLC generally or any other series, and none of the liabilities with respect to the LLC generally (or any other series) are enforceable against the assets of such series.

Several states, including Delaware and Nevada, allow for the formation of series LLCs. The series LLC can be an appealing entity for the conduct of business. If a real estate enterprise, for example, owns and operates an office building and an apartment building, each building may be held by a separate series within one series LLC and hence protected from liabilities that arise from the operation of the other building. This liability shield is achieved without having to form and maintain a separate LLC to hold each building.

Please see full newsletter below for more information.

LOADING PDF: If there are any problems, click here to download the file.

DISCLAIMER: Because of the generality of this update, the information provided herein may not be applicable in all situations and should not be acted upon without specific legal advice based on particular situations.

© Manatt, Phelps & Phillips, LLP | Attorney Advertising

Written by:


Manatt, Phelps & Phillips, LLP on:

Popular Topics
Reporters on Deadline

"My best business intelligence, in one easy email…"

Your first step to building a free, personalized, morning email brief covering pertinent authors and topics on JD Supra:

Sign up to create your digest using LinkedIn*

*By using the service, you signify your acceptance of JD Supra's Privacy Policy.

Already signed up? Log in here

*With LinkedIn, you don't need to create a separate login to manage your free JD Supra account, and we can make suggestions based on your needs and interests. We will not post anything on LinkedIn in your name. Or, sign up using your email address.