Florida’s Protected Series LLC: A New Frontier for Asset Protection and Business Structuring

Protected Series LLC

Florida’s new Protected Series LLC law, passed under CS/SB 316 and CS/HB 403, which took effect on July 1, 2026, introduces a powerful option for business owners looking to separate liabilities and streamline operations within a single legal entity. Modeled after the Uniform Protected Series Act, this structure allows a limited liability company to form individual series under its umbrella. Each series operates with its own assets, obligations, and business purpose, and is insulated from the debts and liabilities of other series within the same company. While all series fall under one parent LLC, they function like distinct entities for liability purposes. This framework offers the flexibility of creating multiple businesses or asset portfolios without the administrative burden of forming and maintaining separate LLCs.

How It Works

A Protected Series LLC begins with a Florida LLC that opts into the protected series structure in its articles of organization. Within this parent LLC, the company can designate one or more protected series in its operating agreement. Each series must maintain separate books, records, and bank accounts to preserve its liability shield. The law requires that these internal divisions be respected not only on paper but also in practice. If the formalities are observed, creditors of one series cannot pursue the assets of another series or the parent company. This structure provides a significant advantage for entrepreneurs managing multiple ventures, real estate investors holding several properties, or family offices administering distinct asset pools.

Advantages and Disadvantages

A Protected Series LLC offers several advantages over a traditional LLC, particularly in situations involving multiple business activities or assets. One of the main benefits is the ability to isolate liability within each series, meaning that the debts or legal obligations of one series generally cannot affect the others or the parent company. This makes it an attractive structure for real estate investors, franchise owners, and entrepreneurs managing diverse ventures under one umbrella.It also reduces the administrative burden that comes with forming and maintaining multiple LLCs, potentially lowering filing fees and streamlining management. 

However, this structure also comes with certain drawbacks. Each series must maintain strict separation of records, finances, and operations, and failure to do so may undermine the liability protections. Additionally, some banks, insurers, or courts may not fully understand or recognize series LLC structures, which could complicate transactions or enforcement outside of Florida. Businesses must weigh these factors carefully and ensure strong internal controls before opting for a Protected Series LLC.

Impact on Florida Businesses

The introduction of the Protected Series LLC structure gives Florida businesses a flexible and cost-effective way to segregate risk while operating under a unified legal framework. Real estate investors can place each property into its own protected series, shielding one from the liabilities of another. Operators of multiple business lines such as ecommerce brands, consulting practices, or franchisees can house each venture within its own series while using a common parent entity for tax and management purposes. However, businesses considering this structure should consult with legal and tax advisors to ensure that each series maintains the necessary records and independence to sustain liability protection. As with any new legal framework, compliance with statutory requirements will be critical.

Florida’s adoption of the Protected Series LLC reflects a growing trend toward legal structures that promote operational efficiency and asset protection. By enabling multiple legally distinct cells within a single company, this new option offers a compelling solution for businesses that want to grow without multiplying their risk exposure or administrative burdens. As July 2026 approaches, Florida businesses should begin reviewing their entity structures and consider whether converting to or forming a Protected Series LLC will support their long-term goals. If you own multiple properties or operate different business lines, contact Jimerson Birr to determine if a Protected Series LLC can help you save on costs while safeguarding assets.