Delaware Property Transfers

On the basis of laws of Delaware, the main benefits that can be achieved with the help of the limited series are:

1. The business owner has the ability to keep all its investment properties or areas of activity in an LLC, without the costs associated with the formation and maintenance of several limited liability companies or subsidiaries. It is analogous to a parent with multiple layers of subsidiaries, liabilities in respect of each set of property rights, are protected from the risks and responsibilities of all the other sets of property rights;
2. A series LLC can actually provide asset protection benefits that are superior to multiple LLC because these bonds can be separated in a series;
3. A new series under the LLC can be added easily by a simple modification of the LLC Agreement without other documents filed with the Secretary of State;
4. A series in the LLC may be dissolved easily without affecting the other series or the LLC umbrella. Pursuant to 6 Del Code �s 18-801 (a), a series in an LLC is dissolved (a) a date specified in the LLC Agreement, (b) the occurrence of certain events specified in the LLC Agreement (c) an affirmative vote or written consent of LLC members associated with the series which have two thirds of interest, or (d) by judicial decision. However, 6 Del Code �s 18-215 (j) states that the dissolution of a series does not require the dissolution of all of the LLC;
5. A series LLC has the ability to reduce legal fees, accounting and administrative costs in certain circumstances where several limited liability companies would otherwise have been developed to reduce the risk of liability. That is particularly true in states like California, where a minimum franchise tax of $ 800 shall be imposed annually on each entity incorporated in that State;
6. A Series LLC allows for rollovers in CLL.

To achieve compartmentalization of different series in Delaware, the following conditions, which are set forth in Section 18-215 (b) of the Act Delaware must be met

1. Notice of the limitation on liabilities of each series must be stated in the certificate of incorporation of the LLC, which is deposited in the office of Secretary of State of Delaware. The Certificate of Incorporation states that the liability of the LLC is limited by the series. This statement is deemed to provide public notice of the limitation of liability. At that time, the LLC does not make any formal communication to a third party that the obligations can be enforced against the assets of the LLC as a whole. However, it would be a good business practice to make clear the limitation of liability for the creditor to ensure that the series are respected.
2. The LLC Agreement creates one or more series;
3. And separate records are kept separate for each series;
4. The assets related to each series are held and accounted for separately from other assets of the LLC or any other series;
5. The agreement provides that the commitments LLC will be isolated between the series. The LLC Agreement shall provide for the separation of responsibilities between the series and the assets must be held and accounted for separately. If this is not done, it is possible that the limited liability between series would be lost. The status is not clear to what extent the assets must be held and accounted for separately. It is also not clear if the property is to be held in the name of the individual series or whether it is sufficient to segregate assets between sets on the books and records of the LLC.

Although there are significant potential benefits of a series LLC, these entities are relatively new and da.