A "Series LLC"

[Belgarath]

First time I've run into this. At first glance, it appears to be a form of business structure that allows "sub-LLC's" underneath the overall umbrella of the registered LLC. Specific legal requirements, only in certain states, apparently many unresolved or untested tax/administrative issues, blah, blah, blah.

Wondered if anyone had encountered this in the retirement plan arena? Seems like it would be handled rather like a controlled group - that is, everyone in the multiple "sub" LLC's included for coverage/testing, and one or more groups could be excluded assuming you pass.

We would, of course, have them discuss with tax/legal counsel before setting up any type of plan...

Anyone had any dealings with a "Series LLC" in the retirement plan world?

[Peter Gulia]

A series limited-liability company is a company designed to avoid some inconveniences and expenses in registering and administering what otherwise would be many companies.  Since the mid-1990s, business lawyers have used a series-LLC format.

 

Don’t assume a company’s series have common ownership or otherwise fall into a § 414(b)-(c)-(m)-(n)-(o) group.

 

Also, consider which series have employees, and which don’t.

 

If Delaware law governs, consider that some new provisions take effect August 1, 2019.

[RatherBeGolfing]

7 minutes ago, Fiduciary Guidance Counsel said:

Don’t assume a company’s series have common ownership or otherwise fall into a § 414(b)-(c)-(m)-(n)-(o) group.

Doesn't the ownership flow from the Master LLC?

[Peter Gulia]

Not necessarily.  If a limited-liability company has established series, each series might have separate members, LLC interests, and other rights.

Delaware_Code_title_6_section_18-215.pdf

[Belgarath]

Thanks for the discussion. We already referred them to ERISA counsel, so we'll see where it goes. Probably nowhere...