What is a series LLC?

A series LLC is one LLC divided into compartments, each called a series, that can hold its own assets, have its own members, and carry its own debts. When the rules are followed, a creditor of one series cannot reach the assets of another series or of the LLC itself.

In Delaware, section 18-215 allows it, and the protection holds only when three things are true: the operating agreement provides for the series, the certificate of formation gives notice of the limitation on liability, and the records account for each series' assets separately. Delaware also has a registered series under section 18-218, formed by filing a certificate of registered series with the Secretary of State, so it appears on the state's record. Each registered series pays its own annual tax, $100 under section 18-1107.

Florida did not allow series until this year. Chapter 2025-162, effective July 1, 2026, added protected series to Chapter 605. A Florida LLC needs the consent of all its members to establish one, and files a protected series designation with the state. The name must begin with the LLC's name and contain "protected series" or "P.S.", and every protected series is listed on the LLC's annual report.

Florida is strict about records too. An asset belongs to a protected series only if the records name the series and describe the asset well enough for an outsider to tell it apart from every other asset, and to see when and from whom it was acquired.

So the structure fits owners who will actually keep separate books for each series. The separation rests on the records, not on the label, and an owner who mixes accounts across series is relying on protection the statute does not give.