The Series LLC: A New Planning Tool

Texas adopted new provisions permitting the creation and operation of series limited liability companies (the “Series LLC”) under Texas law in 2009.  This paper discusses the state of law on Series LLCs under the Texas Business Organizations Code (“TBOC”) with some consideration of other jurisdictions’ laws and practice pointers for resolving the issues presented by the statutory formulation for the Series LLC. After discussing what Series LLCs are and can do, the paper will analyze points of ambiguity and development where the results of the use of the Series structure may not be perfectly clear. This vehicle for formation is still under development, but, in the right circumstances, presents an elegant solution to ownership and management of closely related, but not identical, groups of assets.