A Series LLC is a unique form of a limited liability company that allows for the creation of multiple, distinct series or cells within a single LLC. Each series operates independently, with its own assets, liabilities, and members. This structure allows for the segregation of assets and liabilities among the series, providing liability protection for each series from the debts and obligations of the others.
As of the current date, California does not authorize the formation of Series LLCs under its state laws. The California Corporations Code does not include provisions for Series LLCs, and thus, they cannot be formed directly within the state. However, California does recognize Series LLCs formed in other states, allowing them to register and conduct business within California as foreign entities.
While California does not allow the formation of Series LLCs, foreign Series LLCs registering in California must pay the standard registration fees. The filing fee for registering a foreign LLC is typically $70. Additional fees may apply for each series.
Series LLCs registered in California are subject to the state's franchise tax. Each series may be treated as a separate entity for tax purposes, requiring individual tax filings and payments.
This article provides general information about California LLC formation requirements under the California Corporations Code. It is not intended as legal advice. Persons forming an LLC should consult with a private attorney regarding their specific circumstances.
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