Jun10

Florida Protected Series LLC: What Business Owners Need to Know

Chiumento Law Limited Liability Company Blog

Florida Will Allow Protected Series LLCs Beginning July 1, 2026

A major change is coming to Florida business law. Beginning July 1, 2026, Florida will adopt the Uniform Protected Series Provisions as part of its limited liability company statutes. As a result, Florida business owners will be able to create Protected Series LLCs for the first time.

For entrepreneurs, investors, and business owners, this new structure could provide greater flexibility and asset protection. However, it also creates new compliance requirements that businesses must understand.

What Is a Protected Series LLC?

A Protected Series LLC allows a single parent LLC to create multiple protected series within the same company. Although these series operate under one umbrella entity, each series can maintain its own assets, liabilities, members, managers, and business purpose.

Most importantly, the law creates liability protection between the series. In other words, creditors of one protected series generally cannot reach the assets held by another protected series if the company follows the statutory requirements.

Key Features of Florida’s New Law

The new law includes several important features that business owners should understand.

Formation Requirements

  • A Florida LLC may become a Protected Series LLC through its Articles of Organization and Operating Agreement.
  • Business owners must file a Protected Series Designation with the Florida Department of State for each series.
  • Each protected series must include the parent LLC’s name and a designation such as “Protected Series,” “P.S.,” or “PS.”
  • There is no limit on the number of protected series that may be created.

Liability Protection

Perhaps the most significant benefit is the liability shield between protected series.

  • Each series is treated as a separate person for liability purposes.
  • Assets held by one series generally remain protected from claims against another series.
  • Business owners must maintain proper records and asset segregation to preserve these protections.

Governance and Operations

  • Each series may have its own members and managers.
  • Each series may pursue its own business purpose.
  • A protected series may sue or be sued in its own name.
  • The parent LLC’s authority generally extends to each series unless otherwise restricted.

Who Might Benefit from a Protected Series LLC?

Many businesses may find this structure attractive. For example, real estate investors could place individual rental properties into separate series. Consequently, liability associated with one property may not affect assets held in another series.

Similarly, entrepreneurs operating multiple businesses may use separate series for different brands, products, or ventures.

Other potential uses include:

  • Real estate portfolios
  • Asset protection planning
  • Intellectual property holdings
  • Family wealth management
  • Multiple business ventures under one parent company

Important Compliance Requirements

While the benefits can be substantial, businesses must follow strict compliance requirements.

For example, each protected series should maintain separate books, records, and bank accounts. Additionally, owners should avoid commingling funds and clearly document asset ownership within the operating agreement.

Failure to follow these requirements could jeopardize the liability protections that make the structure valuable in the first place.

Looking Ahead

Although the law does not take effect until July 1, 2026, Florida business owners should begin planning now. By reviewing entity structures, updating operating agreements, and evaluating asset protection strategies, businesses can prepare to take advantage of this new opportunity.

Furthermore, the adoption of Protected Series LLCs strengthens Florida’s position as one of the nation’s most business-friendly states.

Learn more about our Business Law Services.

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