As you can imagine, the nevada series llc has become very popular with real estate investors. It is easy to open and close new series within the llc as you buy and sell investment properties. The contributions to capital of a member to a limitedliability company or series may be in cash, property or services rendered, or a promissory note or other binding obligation to contribute cash or property or to perform services. Texas enacted nonentity series llc legislation in 2009. Until recently, delaware did not clearly state that each series could sue, enter into contracts. It usually features a parent llc with one or more individual businesses organized as their own llc under the parent. Thus, you only have to pay one filing fee and state business license fee each year. The series llc begins with the formation of a container llc. States and territories where a series llc can be formed delaware15 limited liability company act district of columbia16 illinois17 iowa18 kansas19 minnesota20 nevada 21 nevada revised statutes north dakota22 oklahoma23 tennessee24 texas25 utah26 wisconsin27 puerto rico28 references edit 1. The uncertainties of series llcs state bar of nevada.
To address these high costs, the nevada legislature revised the limited liability statute nevada revised statutes nrs chapter 86 in 2005 to allow for the creation of series llcs. View the 2019 nevada revised statutes view previous versions of the nevada revised statutes. A series llc nevada is a limited liability company that has divisions that may have a separate corporate structure from its parent. A conversation explaining how a series llc will protect your small business. Yet, for purposes of filing fees, there is only one llc. Accordingly, each series may have different assets, liabilities, members, managers and rights. To address these high costs, the nevada legislature revised the limited liability statute nevada revised statutes nrs chapter 86 in 2005. A nevada series llc is a company with a number of internal divisions, which. The series llc is a unique, flexible form of a limited liability company llc. Accordingly, each series may have different assets, liabilities, members, managers and. Nevada is one of 14 jurisdictions in the united states that have adopted statutes providing for the formation of series limited liability. A series llc is a single limited liability company with multiple series, each of which operates like its own llc.
The challenge of the series to business organization law, 16 am. Series and series of members are synonymous terms and, unless the context otherwise requires, means a limitedliability company whose creation has been authorized pursuant to subsection 2 of nrs 86. Nevada series llc requirements and characteristics a properly organized and operated nevada series llc is a product of careful drafting and observance of formalities. A series llc is one business entity for nevada filing purposes. However, if not claiming an exemption from the state business license, initial listsannual listsamended lists may be filed online for all. In addition, the nevada statute allows for each series to be managed and owned by different people if you so choose. Chapter 86 limitedliability companies 20 nevada revised. In nevada, you are only required to follow traditional llc naming laws when naming your.
If an llc is to have one or more series and one or more internal liability shields, then the articles of organization for the llc must contain. Nevada is one of just a few states that allow for the formation of a series llc. Nevada, delaware, oklahoma and iowa have little known statutes recently enacted that provide for the creation of cells within an umbrella llc establishing separate liabilities, managers, profits, etc. A series limited liability company, commonly known as a series llc and sometimes. Theres a lot of talk about series llcs and people are wondering if theyre a smart idea. Domestic limitedliability company means a limitedliability company organized and existing under chapter 86 of nrs. Nevada is one amongst 14 jurisdictions in the nation to have adopted statutes that provide for the formation of a series limited liability company. The following documents pertain to forming a nevada limitedliability company or qualifying as a foreign nonnevada limitedliability company. These statutes allow an organization that desires, for example, to hold a number of rental properties, or other businesses, to set up just one company. Montana enacted series llc legislation in 2011, since becoming a popular organizational structure for captive insurance companies. The container llc is formed to house various entities or series without requiring additional filings with the secretary of state.
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