Series LLC and Rentals

2 Replies

Hi,

I've been doing some reading about the use of series LLCs when investing in rentals. Just curious, how many of you are using these? From what I've read you can only file these kinds of LLCs in certain states. For you investors on "Series LLC Friendly" states who are also investing out of state, what are you doing to protect yourselves across state lines where they do not recognize these types of entities? Would love to hear from some of the more seasoned landlords on this subject.

I use Series LLCs for a few different investments I personally hold, and professionally I work with them often. 

In regards to Series LLCs and states that recognize them or not, the issue comes down to each specific state recognizing the "internal liability shield." Not if they have a Series LLC to create in that state or not--an investor in any state can form a Series LLC in a different state if he or she wants one. Every state has an internal liability shield for LLCs and that is what is analyzed in every state: the LLC Internal liability shield of the state you're being sued in. So the main limitation is just deciding on which state you want to establish the Series LLC in.

One of the issues you will run into trying to operate across state lines is dealing with the foreign filing fees. The best strategy to deal with this issue is simply forming a land trust and transfering the out-of-state property into that land trust. From there you just assign a "child" series of your Series LLC as the beneficiary of the land trust and list yourself as the manager. The land trust is viewed as the entity "doing business" in the state, rather than the Series LLC, while you still have the liability protection of the LLC to fall back on. Land trusts can also offer you more privacy and aid in setting up favorable financing in your personal name, so there are a few different reasons investors may lean toward using a land trust.

Hope this helps clarify a bit. Feel free to respond if you have more questions.


Originally posted by @Scott Smith :

I use Series LLCs for a few different investments I personally hold, and professionally I work with them often. 

In regards to Series LLCs and states that recognize them or not, the issue comes down to each specific state recognizing the "internal liability shield." Not if they have a Series LLC to create in that state or not--an investor in any state can form a Series LLC in a different state if he or she wants one. Every state has an internal liability shield for LLCs and that is what is analyzed in every state: the LLC Internal liability shield of the state you're being sued in. So the main limitation is just deciding on which state you want to establish the Series LLC in.

One of the issues you will run into trying to operate across state lines is dealing with the foreign filing fees. The best strategy to deal with this issue is simply forming a land trust and transfering the out-of-state property into that land trust. From there you just assign a "child" series of your Series LLC as the beneficiary of the land trust and list yourself as the manager. The land trust is viewed as the entity "doing business" in the state, rather than the Series LLC, while you still have the liability protection of the LLC to fall back on. Land trusts can also offer you more privacy and aid in setting up favorable financing in your personal name, so there are a few different reasons investors may lean toward using a land trust.

Hope this helps clarify a bit. Feel free to respond if you have more questions.


 Thank you.