Florida’s Uniform Protected Series LLC’s
September 15, 2026
A business can exist and operate under various business entity designations such as “Sole Proprietorship”, “Partnership”, “Corporation”, and “Limited Liability Company (LLC)”. While many of the key differences between these types of entities pertain to tax consequences or implications, which are beyond the scope of this article, suffice it to say that an LLC is a popular choice of business entity designed to give small business owners the best parts of different structures. They are popular because they can provide personal asset protection and may not require a separate corporate tax.
Florida’s Uniform Protected Series Provisions (Fla. Stat. § 605.2101 through Fla. Stat. § 605.2802), effective July 1, 2026, for the first time give Florida LLC’s the ability to establish “protected series” under a single master company. The master LLC (also referred to as the “series” LLC) is effectively the parent LLC, and each “protected series” within the master LLC is treated as a distinct legal entity for the purpose of operations, assets, and liabilities. This enables segregation of the assets and liabilities of each protected series from the assets and liabilities of other protected series and from the assets and liabilities of the master LLC.
By using protected series, LLC members can now form a single LLC rather than multiple LLC’s. The benefit is to avoid separate filings, associated costs, and other administrative burdens. In our practice, real estate investors have traditionally been advised to create a separate LLC for each property they own. The availability of protected series designations now enables these investors to operate all properties under the same LLC, as long as the proper protected series designations are created.
Any existing Florida LLC may become a “series LLC” by establishing a “protected series”. This is done by filing a Designation of Protected Series on Sunbiz and paying the $25.00 fee. The “series LLC” must still file an annual report as usual. But it is not a separate entity and will not have its own record/document number or page. Instead, the series LLC’s annual report will automatically list all designated “protected series” under that LLC.
The “protected series” status will be maintained only if the protected series creates and maintains records detailing the name of the protected series, describing the asset as evidence of the connection between the asset and the “protected series”, and other details required by law. Failure to do so will result in losing the protection.
