How To Name a Protected Series in Texas

How To Name a Protected Series

Guide to Naming a Protected Series of a Series LLC


The naming requirements for a Series LLC are no different than a traditional LLC. This article will focus on how to name a protected series of a Texas Series LLC.

See our Texas Series LLC page for more information about Series LLCs.

Series LLC vs a Protected Series

Before getting into naming requirements and strategies for a protected series, it is important to understand the difference between a "Series LLC" and a "protected series."

A "Series LLC" is an LLC that is authorized to create one or more series.  We often see the Series LLC referred to as the parent LLC, master LLC or even mothership.

A "protected series" is essentially a cell within a Series LLC. Each protected series resembles (but is not) a separate LLC because (1) each protected series can generally do what an LLC can do; and (2) each protected series has insulation characteristics much like an LLC (i.e., the protected series can insulate the assets it owns from the liabilities of the LLC and the other protected series). Protected series are sometimes referred to as cells, child LLCs, sub-series or even just series.

How To Name a Protected Series: The Basics

You should use the word "series" or "protected series" when naming an individual protected series. For example:

  • Smith Family Holdings, LLC - Series 1
  • Smith Family Holdings, LLC - Main Street Series
  • Smith Family Holdings, LLC - 2205 Main Street Series
  • Longhorn Management, a Series of Smith Family Holdings, LLC

Naming Logic For a Protected Series

We prefer to use logic or descriptive words when naming an individual protected series. If, for example, you were to create a protected series to acquire real estate located at 123 Main Street, you could name this protected series "Smith Family Holdings, LLC - 123 Main Street Series."

If you are consistent each time you name a protected series, it will be easier to remember in the future.

Is the Name of a Protected Series Registered with the State?

Yes. Pursuant to the Texas Business and Commerce Code (Section 71.002.H) the name of a protected series is considered an assumed name of the Series LLC. Therefore an assumed name certificate (aka DBA) must be filed with the Texas Secretary of State. This filing/registration can be accomplished with SOS Form 503.

Can a Protected Series Use an Assumed Name?

Yes, a protected series is required to file one assumed name certificate for the formal series name. If the formal protected series name is not desirable or you want the protected series to use an assumed name (any name that does not equal the formal protected series name), the protected series can file a second assumed name certificate (aka "DBA" which is short for "doing business as").

For example, a Texas Series LLC named Smith Family Holdings LLC would file an assumed name certificate for the formal protected series name: Smith Family Holdings LLC - Series 1. A second assumed name certificate would be required if the protected series wants to use a name like Ocean View RV Park (i.e. Smith Family Holdings LLC - Series 1 doing business as Ocean View RV Park).

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Zachary Copp

Attorney at The Copp Law Firm | zac@copplaw.com

Mr. Copp is is a graduate of University of Texas at Austin and founder of the The Copp Law Firm. He has personally formed over 3,000 Texas LLCs since 2015 and was recognized as a Rising Star by Super Lawyers for 7 straight years (only 2.5% of Texas attorneys are chosen for this honor each year). See Mr. Copp's full bio