Delaware Series LLC: Multi-Asset Anonymous Structure

Delaware Series LLC basics

Delaware authorizes Series LLCs under 6 Del. Code § 18-215. Like Wyoming\'s Series LLC, each series can hold separate assets with separate liabilities. A lawsuit against one series does not reach the assets of other series or the parent LLC. Delaware was actually the first state to authorize Series LLCs in 1996, giving it deeper case law on series liability isolation.

Delaware vs Wyoming for Series LLC

Both states offer Series LLCs with liability isolation. Delaware has deeper case law (pioneered the concept). Wyoming has lower cost ($547 vs approximately $700+ for Delaware series). Delaware\'s $300 annual franchise tax applies to the parent LLC - individual series do not pay separate franchise taxes. For cost-sensitive investors, Wyoming Series LLC is more practical.

When to choose Delaware Series

Choose Delaware Series LLC when: you are pairing with VC-track operations, your attorney specifically recommends Delaware jurisdiction for the series structure, or you want the deepest case law on series liability isolation. For most real estate portfolios and holding company structures, Wyoming Series LLC achieves the same result at lower cost.

Anonymity with series

Series inherit the parent LLC\'s anonymity. Only the parent LLC appears on Delaware state records. Individual series are created through the operating agreement - a private document. Title records for properties held by individual series show the series name (e.g., \"Parent LLC - Series A\"), not the owner\'s name.

How liability isolation actually works

Under 6 Del. Code § 18-215, the debts and obligations of one protected series are enforceable only against that series, provided you follow the statutory conditions. Those conditions matter: the formation certificate must give notice of the series limitation, and each series must keep separate records that account for its own assets. If you commingle funds or fail to document which asset belongs to which series, a court can disregard the internal shield and expose everything. Delaware pioneered the structure in 1996, so its case law on maintaining the internal liability wall is the most developed in the country.

Common uses for a Delaware Series LLC

The series structure fits owners who hold multiple separable assets under one roof: a real estate investor with several rental properties, a fund holding distinct portfolios, or an operator running several brands. Each property or venture sits in its own series with its own liability wall, yet you file and maintain a single parent LLC and pay a single $300 franchise tax rather than forming and funding a dozen standalone LLCs. That consolidation is the core efficiency argument for series over separate entities.

Series LLC banking and tax realities

Series LLCs are powerful but not frictionless. Some banks and title companies are still unfamiliar with protected series and may ask for extra documentation before opening accounts per series. Federal tax treatment of individual series continues to evolve, so pairing the structure with an accountant is wise. For many holding and real estate portfolios, a Wyoming Series LLC reaches the same asset isolation at lower cost, which is why we walk every client through both options before filing.

Setting up a protected series correctly

Creating a new series inside your Delaware LLC is an internal act governed by the operating agreement, not a fresh state filing for each series. That keeps ongoing cost low, but it puts the burden on documentation. For the liability wall to hold under 6 Del. Code § 18-215, the Certificate of Formation must give notice of the series limitation, and each series must maintain records that account for its own assets separately from the others and from the parent. In practice that means a distinct bank account or clear sub-accounting per series, a dedicated EIN where a series operates as its own tax entity, and titles and contracts executed in the exact series name. Anonymousllc.co sets up the parent LLC with the required series notice and structures the operating agreement so each series is documented from day one.

What statute authorizes Delaware Series LLCs?

Delaware Series LLCs are authorized under 6 Del. Code § 18-215. Delaware was the first state to enact series legislation, in 1996, and its courts have the deepest body of case law on how the internal liability wall between series is respected.

Do individual series pay their own franchise tax?

No. The $300 annual Delaware franchise tax applies to the parent LLC. Individual protected series do not each pay a separate franchise tax, which is the main cost advantage over forming many standalone LLCs.

Is a Delaware Series LLC anonymous?

Yes. Only the parent LLC appears on Delaware records, and members are never listed. Individual series are created inside the private operating agreement, so ownership stays confidential across every series.

Should I choose Delaware or Wyoming for a series?

Choose Delaware for the deepest case law or when an attorney or investor requires Delaware jurisdiction. Choose Wyoming for the same liability isolation at lower total cost, which suits most real estate and holding company portfolios.