In the District of Columbia, How to Form a Series LLC

A series LLC in Washington, D.C. is a form of LLC that offers its owners and members unique liability and tax advantages. The series LLC is made up of a master LLC and one or more sub-series that branch out of it.

Check out our What Is a Series LLC page to learn more about the fundamentals of series LLCs.

It is not difficult to establish your own Series LLC in Washington, D.C. It’s easy with our step-by-step instructions!

Identify Your Series LLC
Select a Registered Agent and file the Articles of Incorporation.
Make an Operating Agreement for a Series LLC.
Get an EIN.

An illustration of how a series L L C permits its members to split a “parent” L L C’s assets and activities into a number of “child” series.

Step 1: Choose a name for your Washington D.C. Series LLC.

You should know the answers to the following questions before naming your series LLC:

What are the rules for naming an LLC series?
What are the standard name guidelines for a series LLC?
Is my company’s name accessible in Washington, D.C.?
Is my company name accessible as a URL, and if yes, how can I get it?

1. Series LLC name regulations differ per state. In D.C., each child series’ name must include the name of the parent LLC and be distinct from the names of any other child series. You must also follow the following customary LLC name guidelines:

The word “limited liability corporation” or one of its acronyms must be in your name (LLC or L.L.C.).
Your LLC’s name cannot include terms that may be confused with a government organization.
Restricted terms (e.g., bank, attorney, university) may need extra documentation and the participation of a licensed professional, such as a doctor or lawyer, in your LLC.

2. Consider the following basic guidelines for making the titles of your series more identifiable, unified, and clear:

Include the phrase “protected series” in the name of each organization.
The parent LLC should be named in a manner that differentiates it from the kid series.
Include the parent LLC’s entire name in the name of each kid series.
The name of the asset should be included in the name of the kid series. This gives the public and creditors a better view of the assets.

3. Does your company name exist in the District of Columbia? Do a name search on the District of Columbia website to ensure that the name you choose isn’t already used.

Is your company’s name accessible as a URL? We propose that you investigate if your company’s name is accessible as a web domain. Even if you don’t intend to create a company website right away, you may wish to purchase the URL to prevent others from doing so.

Step 2: Select a Series LLC Registered Agent in Washington, D.C.

You must choose a Registered Agent for your D.C. LLC. The parent LLC’s Registered Agent must be the same for each child series.

What exactly is a Registered Agent? A registered agent is a person or corporation that agrees to deliver and receive legal documents on your LLC’s behalf. Service of process of legal action (if you are sued) and state filings are examples of such paperwork.

Who is eligible to be a Registered Agent? A registered agent must be a D.C. resident or a company allowed to do business in D.C. You may choose someone from your organization, even yourself.

Step 3: File the Articles of Incorporation.

You must submit the Articles of Organization with the Department of Consumer and Regulatory Affairs to register your series LLC. This may be done online, in the mail, or in person.

Step 4: Draft an Operating Agreement for a Series LLC.

When founding a series LLC in D.C., an operating agreement is necessary. The operating agreement does not need to be submitted to the state.

What exactly is an operating agreement? An operating agreement is a legal document that outlines an LLC’s ownership and running processes.

Why are operating agreements necessary? The operating agreement is essential for a D.C. series LLC because it establishes a barrier between the child series and the parent LLC. The operating agreement defines the kid series’ responsibility limits (asset protection).

Step 5: Get an EIN

What exactly is an EIN? A corporate entity is identified by its Employer Identification Number (EIN) or Federal Tax Identification Number. Each of your series LLC’s offspring series will need an EIN.

Why do I need an EIN? An EIN is necessary for the following activities:

To establish a commercial bank account for the firm
In terms of federal and state taxation
To recruit workers for the firm

How can I get an EIN for my LLC series? The IRS does not have precise procedures for obtaining an EIN for a series LLC’s child series. For each subsequent EIN, experts recommend utilizing the name of your series LLC coupled with the name of the child series.