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Level 3
posted Jul 18, 2023 11:49:07 AM

Converting standard LLC to Series LLC in Texas

1) Does anyone know the procedure to convert a standard LLC to Series LLC in Texas ?

 

Regards

Sangeet

 

0 4 651
4 Replies
Level 15
Jul 18, 2023 12:17:35 PM

This is more of a legal question and not a tax question. Not all states provide for a Series LLC (Texas does), and the laws on this can differ among states that do allow this. I would suggest you seek the services of a Business Attorney or other legal professional in Texas that is well versed in this.

Level 3
Jul 18, 2023 12:44:31 PM

THANKS

Level 15
Jul 18, 2023 1:40:43 PM

@sangeetmona 

 

See https://www.sos.state.tx.us/corp/formationfaqs.shtml#LLC2

 

You should be able to amend your LLC filing, but professional assistance is recommended.

Level 13
Jul 18, 2023 5:09:10 PM

I will add a couple of comments:

  • I also agree that you get professional assistance so you understand the tax and legal implications.
  • Make sure the operating agreement allows for the Series LLC
  • There are numerous "less than clear" open questions in this area.  
  • While the current federal treatment is filing a single "master" LLC tax return, make sure you have excellent separate books and records for each series to support the separate liability issue.
    • The single LLC tax return will reflect ALL income, expenses, assets and liabilities on a single return.
    • This is NOT like a consolidated C corporation tax return where each subsidiary is reflected separately and then consolidated at the parent level.
  • Don't be penny wise and pound foolish in this venture.  Penalties, and legal issues, could certainly outweigh any professional fees.