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Effective July 1, 2026, Florida joined the growing number of states that authorize a Protected Series LLC. The new protected series LLC law, enacted in 2025 as Chapter 2025-162, Laws of Florida (CS/SB 316), and codified in Chapter 605 of the Florida Statutes at Sections 605.2101 through 605.2802, gives business owners and investors a powerful new way to hold multiple assets or ventures inside a single limited liability company while walling off the risk of each from the others. For anyone focused on Florida LLC formation and asset protection, this is one of the most significant changes to the state’s business-entity law in years.
Used correctly, a Protected Series LLC can streamline how a business is structured and reduce cost. Used carelessly, it can create a false sense of security that collapses the first time a creditor takes a close look. The difference lies almost entirely in the formalities.
What a Protected Series LLC Is
A Protected Series LLC is a single Florida LLC that can designate one or more “protected series” within it. Each series can have its own members, managers, assets, and liabilities, functioning much like a separate company, yet the whole structure remains one legal entity. Think of it as a holding company that lives inside a single LLC rather than a parent that owns a group of subsidiaries.
The law provides two layers of protection. The familiar “vertical” shield protects the owners from the LLC’s debts. The new “horizontal” shield is what makes the series structure valuable: it separates the assets and liabilities of each series so that a creditor of one series generally cannot reach the assets of another series or of the parent LLC. In practice, a real estate investor could place each property in its own series, so a lawsuit tied to one building does not put the entire portfolio at risk.
How the Liability Shield Works, and How to Keep It
The horizontal shield is not automatic. Florida’s statute conditions it on strict compliance, and a business that cuts corners can lose the very protection it formed the entity to obtain. To preserve the shield, the company must:
- File a protected series designation with the Florida Department of State, with the consent of all members, before the series is treated as protected.
- Name each series so that its name begins with the name of the parent LLC and contains the phrase “protected series” or the abbreviation “P.S.” or “PS”, so the public record ties them together.
- Keep specific records that identify each series’ assets clearly enough that a disinterested, reasonable individual could tell them apart, including when and from whom each asset was acquired and, for any asset acquired from the parent LLC or another series, what was paid for it.
That recordkeeping requirement is the heart of the statute. If assets are commingled or the books do not clearly assign each asset to a particular series, a court can disregard the internal walls and allow a creditor to reach across series, much like traditional “piercing the veil.” The paperwork is not a formality; it is the protection.
Why This Matters to Your Business
For many Florida businesses, the appeal is efficiency. An investor who today holds ten properties in ten separate LLCs pays ten sets of filing fees, maintains ten registered agents, and files ten annual reports. A single Protected Series LLC with ten series can compartmentalize that same liability with far less administrative overhead. Real estate developers and investors, investment funds, and companies running distinct product lines or ventures stand to benefit the most from Series LLC asset protection.
The business consequences of getting it wrong are just as concrete. If the recordkeeping and filing requirements are not met, a claim arising from one asset can expose the entire enterprise, defeating the purpose of the structure and potentially putting unrelated properties, accounts, and ventures on the table in litigation. The savings only materialize for owners who treat each series with the discipline of a separate company.
Proceed With Informed Caution
The Protected Series LLC is new to Florida, and several questions remain unsettled. Other states that do not recognize series LLCs may not honor the internal shields for assets or operations located there, which matters for any business holding property outside Florida. Tax treatment and how these structures fare in bankruptcy are still developing areas. And a protected series cannot independently merge or convert, and it ceases to exist if the parent LLC dissolves. Existing multi-LLC structures may or may not be good candidates to convert. These are reasons to plan carefully, not reasons to avoid the tool, but they underscore that this is a structure to build with counsel rather than from an online form.
If you are forming a new entity, holding real estate or other assets, or considering whether a Protected Series LLC fits your business, reach out to our team to inquire. As Florida attorneys who counsel businesses and investors on entity formation, asset protection, and real estate structuring, we can help you decide whether a series structure is right for you and set it up so the liability protections actually hold.