This bill amends various sections of Florida Statutes to enhance the legal framework surrounding limited liability companies (LLCs) and introduces new provisions for protected series within foreign series limited liability companies. It establishes key definitions, such as "registered foreign protected series of a foreign series limited liability company," and outlines the treatment of certain LLCs as nonresidents for service of process. The bill details the procedures for serving summons and complaints on these entities and their protected series, while also creating a framework for the establishment and operation of protected series, including their powers, naming requirements, and the issuance of certificates of status by the Department of State.

Additionally, the bill clarifies the management structure and liability limitations for protected series, ensuring that a series LLC is not liable for the debts of its protected series and vice versa. It introduces new sections that govern the internal affairs of protected series, including the rights of associated members and the treatment of assets. The bill also specifies the conditions under which a protected series can engage in transactions such as mergers and outlines the requirements for obtaining a certificate of authority for foreign series limited liability companies. Overall, the legislation aims to provide clearer guidelines and protections for LLCs and their protected series operating in Florida, with a focus on enhancing operational structure and legal clarity.

Statutes affected:
S 316 Filed: 605.0103, 605.0117
S 316 c1: 605.0103, 605.0117