Florida business owners and real estate investors now have a new option for structuring multiple businesses, investments, or properties.

Effective July 1, 2026, Florida law permits Florida limited liability companies to establish protected series under the Florida Revised Limited Liability Company Act.

This is a significant development for investors who traditionally have used a separate LLC for each rental property or business activity.

A Florida Series LLC structure can potentially allow one Florida LLC to establish multiple protected series, with separate assets, liabilities, members, and management associated with individual series.

But a Series LLC is not simply a cheaper substitute for forming multiple LLCs.

The liability protections depend heavily on proper formation, recordkeeping, asset identification, contracts, accounting, insurance, and compliance with Florida's new statutory requirements.

For some Florida real estate investors and business owners, a Series LLC may provide an efficient new structure.

For others, separate traditional LLCs may remain the better choice.

Here is what Florida business owners should know.

When Did Florida Begin Allowing Series LLCs?

Florida's Uniform Protected Series Provisions became effective on July 1, 2026.

The legislation was enacted in 2025 as Chapter 2025-162, Laws of Florida, but implementation was intentionally delayed to give Florida's Division of Corporations time to establish the necessary filing system.

The law is now effective.

Florida Statutes §§ 605.2101 through 605.2802 govern Florida Series LLCs and protected series.

As of July 1, 2026, Florida LLCs can establish protected series through the Florida Division of Corporations.

This means Florida investors no longer need to look exclusively to states such as Delaware or Texas simply because they want a Series LLC structure.

What Is a Florida Series LLC?

Florida's terminology is important.

You do not file a new entity called a “Series LLC” with Sunbiz.

Instead, you begin with an active Florida LLC.

That LLC then creates one or more protected series.

Once the Florida LLC designates its first protected series, it becomes what Florida law refers to as a series limited liability company.

Think of the structure like this:

Gold Investments, LLC

• Protected Series – Property A

• Protected Series – Property B

• Protected Series – Property C

The original Florida LLC remains the overarching LLC.

Each protected series can then have particular assets, liabilities, members, or managers associated with it.

Florida's Division of Corporations describes a protected series as a legally distinct portion of the LLC, but not a separate legal entity for Sunbiz filing purposes.

That distinction matters.

How Do You Create a Protected Series in Florida?

Florida Statute § 605.2201 establishes the process.

All members of the Florida LLC must affirmatively vote or consent to establishing the protected series.

The LLC then files a Protected Series Designation with the Florida Division of Corporations.

The filing identifies:

• The existing Florida LLC

• The name of the protected series

• Other information required by the Division of Corporations

The protected series becomes effective when the designation becomes effective under Florida law.

As of 2026, the Florida Division of Corporations charges $25 for each protected-series designation, and the designation must be filed online.

This is very different from forming a completely separate Florida LLC for each asset.

Can an Existing Florida LLC Become a Series LLC?

Yes.

You do not necessarily need to form a brand-new parent LLC.

An existing active Florida LLC may establish a protected series by following Florida's statutory requirements.

For example, suppose you already own:

Gold Property Holdings, LLC

After reviewing the operating agreement, tax consequences, financing, insurance, and ownership structure, the LLC could potentially designate protected series such as:

Gold Property Holdings, LLC – Property One PS

Gold Property Holdings, LLC – Property Two PS

The existing LLC becomes the Series LLC when its first protected series is properly designated.

Whether converting an existing holding structure makes sense is a separate question.

Existing deeds, mortgages, contracts, insurance policies, accounting systems, and tax arrangements must be considered before moving assets.

Is a Protected Series a Separate LLC?

Not exactly.

Florida's Division of Corporations states that a protected series isnot a separate entity and does not receive its own independent Sunbiz record or document number.

However, Florida law treats a protected series as legally distinct in significant ways.

For example, a protected series may:

• Own associated assets

• Have associated members

• Have its own managers

• Incur liabilities

• Sue and be sued in its own name

• Have debts separate from other protected series

• Conduct business consistent with the powers of the parent LLC

Florida law also treats a protected series as though it were a separate LLC for certain statutory purposes.

So it is better to think of a protected series as a legally segregated compartment within a Florida LLC, rather than simply another trade name or bookkeeping category.

How Does Liability Protection Work Between Series?

This is the primary reason Series LLCs attract attention.

Florida Statute § 605.2401 establishes liability separation between:

• The Series LLC itself

• One protected series

• Other protected series within the same company

Subject to Florida's statutory requirements, a debt or liability of one protected series is generally the debt or liability of that series rather than another protected series.

Consider this example.

A real estate investor owns three rental properties:

Property A

Property B

Property C

Instead of using three separate LLCs, the investor establishes:

Gold Rentals, LLC

with:

Property A Protected Series

Property B Protected Series

Property C Protected Series

If a tenant at Property A brings a claim arising from that property, the goal of the protected-series structure is to prevent that liability from automatically reaching properly associated assets belonging to Property B or Property C.

But that protection is not automatic merely because the protected-series filings exist.

The Most Important Rule: Keep the Assets Properly Associated

Florida's Series LLC statute places significant importance on identifying which assets belong to which protected series.

Florida Statute § 605.2301 creates specific rules for an asset to qualify as an associated asset of a protected series.

The records maintained for the protected series must identify the asset with enough specificity that a reasonable third party could determine:

• Which protected series owns the asset

• How the asset differs from assets of the parent LLC or other protected series

• When the protected series acquired the asset

• From whom it was acquired

• In appropriate circumstances, the consideration involved

This is not merely bookkeeping trivia.

The liability protection depends in part on maintaining the statutory separation.

What Happens if Assets Are Not Properly Associated?

This is where careless Series LLC planning can become dangerous.

Florida Statute § 605.2404 allows claims under certain circumstances to reach a non-associated asset held by another part of the Series LLC structure.

In other words:

If you want Property B protected from liabilities arising from Property A, you need to actually treat Property B as an associated asset of its proper protected series.

You should not simply create three protected-series designations and then:

• Run everything through one bank account

• Use unclear deeds

• Keep incomplete accounting records

• Sign contracts under the wrong series

• Move money between series without documentation

• Fail to identify ownership of assets

A Series LLC depends on maintaining meaningful legal and financial separation.

Separate Bank Accounts Are a Good Idea

Although every operational requirement depends on the circumstances, separate financial records are particularly important in a Series LLC structure.

For a real estate structure, that may mean each protected series has clearly identifiable:

• Rental income

• Expenses

• Security deposits

• Insurance

• Property records

• Contracts

• Accounting records

• Assets and liabilities

The entire point of a protected-series structure is separation.

Operating all of the series as though they were one business undermines that objective.

Can a Florida Protected Series Own Real Estate?

Florida law contemplates protected series holding real property.

The statute expressly addresses deeds and other recorded instruments involving real estate owned by protected series.

This makes the new law particularly interesting for Florida real estate investors.

For example:

Parent LLC

Gold Real Estate Holdings, LLC

Protected Series 1

Miami Lakes Rental PS
Owns Rental Property #1

Protected Series 2

Davie Rental PS
Owns Rental Property #2

Protected Series 3

Weston Rental PS
Owns Rental Property #3

The investor could potentially use one Florida LLC structure while maintaining statutory liability separation among properly maintained protected series.

But that does not mean every landlord should immediately convert existing property LLCs into a Series LLC.

Series LLC vs. Separate LLCs for Rental Properties

Traditionally, many Florida real estate investors have used:

Holding Company

↓

Property LLC #1

Property LLC #2

Property LLC #3

This remains a valid structure.

Florida's new law creates another possibility:

Series LLC

↓

Protected Series #1

Protected Series #2

Protected Series #3

Neither structure is automatically superior.

Separate LLCs May Offer:

• Long-established legal treatment

• Separate Sunbiz records

• Separate EINs when applicable

• Familiarity for banks and lenders

• Familiarity for title companies

• Familiarity for insurers

• Easier transactions involving only one property or entity

• Clear organizational separation

A Series LLC May Offer:

• Fewer standalone Florida entities

• Potential reduction in repetitive entity filings

• Centralized governance

• One overarching LLC structure

• Ability to establish multiple protected series

• Potentially lower state administrative filing costs

• Flexible allocation of members, managers, assets, and liabilities

The right structure depends on the investor's portfolio and objectives.

A Protected Series Does Not File Its Own Florida Annual Report

This is one potential administrative advantage.

The overarching Florida Series LLC remains a Florida LLC and continues filing its normal annual report.

Florida's Division of Corporations states that the annual report will list the company's designated protected series that remain active.

Individual Florida protected series do not file their own separate annual reports.

That differs from a structure involving ten completely separate Florida LLCs, each of which generally has its own annual filing obligations.

Administrative savings, however, should never be the sole reason for choosing a legal structure.

Does Each Protected Series Have Its Own Sunbiz Page?

No.

Florida's Division of Corporations specifically states that a protected series does not receive its own independent record/document number or separate Sunbiz entity page.

The protected series remains connected to the underlying Florida LLC.

A certificate of status can nevertheless be obtained for a protected series.

Can Each Protected Series Have Different Members?

Florida's statute allows members to be associated members of particular protected series.

That creates significant flexibility.

For example:

A parent LLC might have three investors.

Protected Series A could involve Investors 1 and 2.

Protected Series B could involve Investors 2 and 3.

Protected Series C could potentially have a different ownership arrangement.

This type of structure can become much more complicated than a traditional single-member holding company.

The operating agreement therefore becomes extremely important.

Can Each Protected Series Have Its Own Manager?

Yes.

Florida law permits a protected series to have one or more protected-series managers.

This allows management responsibilities to differ among series.

For example:

One manager might oversee a commercial property series while another manages residential properties.

Again, these arrangements should be clearly addressed in the operating agreement and organizational records.

Your Operating Agreement Needs to Be Updated

A traditional LLC operating agreement may not adequately address protected series.

A Series LLC operating agreement should consider issues such as:

• How protected series are created

• Member approval requirements

• Associated members

• Protected-series managers

• Voting rights

• Capital contributions

• Distributions

• Transfers

• Asset association

• Recordkeeping

• Inter-series transactions

• Loans between series

• Dissolution

• Sale of series assets

• Death or incapacity of members

• Creditor issues

Creating protected-series filings without reviewing the operating agreement leaves a major gap in the structure.

For broader information about Florida LLC agreements and entity planning, see our Florida Business Formation FAQs.

How Does a Florida Series LLC Work as a Holding Company?

A traditional holding-company structure might look like:

Gold Holdings, LLC

↓

owns

Rental LLC #1

Rental LLC #2

Rental LLC #3

The parent owns interests in multiple independent subsidiary LLCs.

A Series LLC is different.

The protected series exist within the same overarching Florida LLC structure.

This distinction matters for:

• Entity status

• Public filings

• Governance

• Tax planning

• Asset ownership

• Financing

• Insurance

• Accounting

A Series LLC therefore should not simply be called a “holding company with cheaper subsidiaries.”

It is a distinct statutory structure.

What About Federal Taxes?

This is one area where careful professional guidance is important.

The creation of a protected series under Florida law does not by itself answer every federal tax question.

Federal tax classification can depend on:

• Number of owners

• Tax elections

• Structure

• Activities

• Federal entity-classification rules

Traditional LLCs themselves may be treated for federal income-tax purposes as:

• Disregarded entities

• Partnerships

• S corporations, if eligible and elected

• C corporations

Series structures add another layer of analysis.

A CPA or tax attorney familiar with Series LLC structures should review federal tax reporting before the structure is implemented.

Do not assume that having one Florida parent LLC necessarily means every protected series will be treated as one taxpayer for every federal tax purpose.

Banking May Be More Complicated

Florida Series LLCs are new.

Banks may not all have identical procedures for opening accounts for protected series.

Before restructuring a significant portfolio, ask:

• Will the bank open an account for the protected series?

• What documents does the bank require?

• Does it require a separate EIN?

• How should checks and contracts identify the series?

• Can financing be isolated to the protected series?

Operational reality matters just as much as statutory theory.

Lenders and Title Companies Need to Be Considered

Real estate investors should also consider whether:

• Mortgage lenders will lend directly to a protected series

• Existing loan documents permit a transfer

• A transfer triggers due-on-sale concerns

• Title insurers are comfortable insuring title

• Closing agents understand the protected-series structure

• Refinancing will become more difficult

Do not transfer mortgaged property into a new protected series without reviewing the loan and title consequences.

Insurance Still Matters

A Series LLC should not be treated as a substitute for insurance.

Each protected series holding real estate or operating a business should have appropriate coverage.

The insurance professional should understand:

• Which entity owns the asset

• Which protected series is insured

• Which activities occur within each series

• Which persons or entities should be additional insureds

An LLC structure is one layer of risk management.

Insurance is another.

What if You Already Have Several Florida LLCs?

Do not assume you should consolidate them.

Suppose you already own five rental properties through five properly maintained LLCs.

Moving them into a Series LLC may require:

• Deed transfers

• Lender consent

• Title work

• Insurance changes

• Accounting changes

• Tax analysis

• Operating agreement changes

• Banking changes

• Assignment of contracts

The administrative savings from a Series LLC may not justify disrupting an established structure.

For someone purchasing the next ten properties, however, the analysis may be different.

Can a Revocable Living Trust Own the Series LLC?

Potentially.

Business ownership and estate planning can be coordinated.

For example, a Revocable Living Trust may own a membership interest in the overarching LLC, subject to:

• The operating agreement

• Florida LLC law

• Transfer restrictions

• Tax considerations

• Other ownership arrangements

This can potentially provide continuity if the owner becomes incapacitated or dies.

But the Trust, operating agreement, membership records, and protected-series records should all tell the same story.

For more information about combining business entities and estate planning, see our article How to Use an LLC and a Trust Together for Florida Real Estate.

What Happens if a Series LLC Owner Dies?

The estate-planning analysis should be addressed when the structure is created.

Questions include:

• Does the owner's membership interest pass through probate?

• Is it owned by a Trust?

• Who receives economic rights?

• Who receives management rights?

• Who becomes manager?

• What happens to each protected series?

• Can beneficiaries be admitted as members?

• What if beneficiaries disagree?

An LLC can solve liability issues while creating succession problems if the estate plan is ignored.

For this reason, business formation and estate planning should be coordinated.

Are Series LLCs Good for Asset Protection?

Potentially, but they are not magic.

Florida's new protected-series law is designed to create liability separation between properly structured series.

But the structure does not eliminate:

• Personal liability for your own wrongful conduct

• Personal guarantees

• Professional malpractice exposure

• Fraudulent-transfer rules

• Tax liabilities

• Insurance needs

• Contractual liability assumed personally

And poorly maintained associated-asset records can jeopardize the intended separation between different parts of the structure.

For broader asset-protection planning, review our Florida Asset Protection FAQs.

Series LLC vs. Traditional Holding Company

There is no universal winner.

A sophisticated real estate investor might reasonably choose either.

A Traditional Holding Structure May Be Better When:

• Lenders prefer independent LLCs

• Each property has separate financing

• Properties may be sold individually

• Different partners own different properties

• The investor wants established entity structures

• Operations cross state lines

• Separate public entity records are desirable

A Series LLC May Be Worth Considering When:

• The owner expects to hold many assets

• Assets can be operationally separated

• Centralized governance is useful

• The investor wants fewer standalone entities

• Banking, financing, insurance, and tax professionals support the structure

• Recordkeeping systems are strong

• Most activity remains in Florida

The legal structure should follow the business—not the other way around.

Can a Florida Series LLC Operate in Other States?

Potentially, but this deserves careful analysis.

Not every state treats Series LLCs in exactly the same way.

Florida's law now contains provisions governing foreign Series LLCs and foreign protected series operating here.

But a Florida company operating or owning property in another state must consider that state's:

• Series LLC law

• Foreign registration rules

• Liability treatment

• Tax treatment

• Filing requirements

A liability structure that works cleanly inside Florida may become more complicated when property or business operations cross state lines.

Florida Series LLC Formation Checklist

Before creating a Florida protected series, consider:

Existing LLC

• Is the Florida LLC active?

• Does its operating agreement allow the proposed structure?

• Who are the members?

• Has every member approved the protected series?

Assets

• Which asset will belong to each series?

• How will ownership be documented?

• Are deeds required?

• Are contracts being assigned?

Records

• Are accounting records separated?

• Can assets be clearly associated with each protected series?

• Are transfers between series documented?

Banking

• Will each series maintain appropriate banking records?

• What does the bank require?

• Is a separate EIN necessary?

Insurance

• Is each series correctly identified on insurance policies?

• Are liability limits sufficient?

Financing

• Do lenders permit transfers?

• Will refinancing be affected?

• Are personal guarantees involved?

Taxes

• How will the structure be treated federally?

• What filings are required?

• Has a CPA reviewed the structure?

Estate Planning

• Who owns the parent LLC interest?

• What happens upon incapacity?

• What happens upon death?

• Is a Trust involved?

Operations

• Who manages each protected series?

• Which members are associated with each series?

• How will contracts identify the correct series?

Frequently Asked Questions About Florida Series LLCs

Does Florida allow Series LLCs now?

Yes.

Florida's Uniform Protected Series Provisions became effective July 1, 2026.

Can I form a “Series LLC” directly on Sunbiz?

Not exactly.

You begin with an active Florida LLC. The LLC becomes a Series LLC when it designates its first protected series.

How much does it cost to designate a protected series?

Florida's Division of Corporations currently charges $25 per protected-series designation.

Does each protected series file an annual report?

No.

The overarching Florida LLC continues filing its normal annual report. Florida protected series do not file separate annual reports.

Does each protected series have its own Sunbiz entity number?

No.

Florida's Division of Corporations states that a protected series is not a separate entity and does not receive its own independent record/document number.

Can a protected series own real estate?

Florida law contemplates protected series holding associated real estate and establishes rules concerning recorded real-property instruments.

Is each protected series protected from liabilities of another series?

Florida law provides statutory liability separation, but proper asset association and compliance are critical.

A non-associated asset can potentially become exposed under Florida's enforcement provisions.

Does a Series LLC replace insurance?

No.

Appropriate insurance remains essential.

Should I convert my existing rental LLCs into a Series LLC?

Not automatically.

Existing loans, deeds, title insurance, accounting, contracts, tax treatment, insurance, and transaction costs should be evaluated first.

Is a Series LLC better than separate LLCs?

Not universally.

Series LLCs provide an additional option. Traditional separate LLC structures may remain preferable depending on financing, operations, ownership, tax, and risk considerations.

Florida Series LLCs Create a New Planning Option — Not an Automatic Solution

Florida's adoption of protected Series LLCs gives business owners and real estate investors a valuable new structuring tool.

For the right investor, the ability to maintain multiple protected series within one Florida LLC may reduce administrative complexity while preserving meaningful liability separation.

But that separation depends on proper implementation.

The parent LLC, protected-series designations, operating agreement, associated-asset records, deeds, banking, insurance, contracts, tax reporting, and estate plan should all work together.

At Gold Legacy Law, PLLC, we help Florida entrepreneurs, investors, professionals, and business owners evaluate LLC structures, operating agreements, holding companies, Series LLCs, asset protection, real estate ownership, and coordination with estate planning.

For broader information, see our Business Formation Attorney in Florida page, Florida Business Formation FAQs, Florida Asset Protection FAQs, and How to Use an LLC and a Trust Together for Florida Real Estate.

To discuss whether a Florida Series LLC or traditional multi-LLC structure makes sense for your business or investment portfolio, contact Gold Legacy Law at (305) 556-5209.

Disclaimer: This article is provided for informational purposes only and does not constitute legal, tax, accounting, insurance, or financial advice. Reading this article does not create an attorney-client relationship between you and Gold Legacy Law, PLLC. Florida's protected-series law is new, and banking, tax, insurance, financing, and interstate treatment may continue to develop. Consult appropriate professionals regarding your specific circumstances.