After Set-Up Issues


Believe it or not, with some help, your Series LLC set-up won’t be that hard. Chances are you could file the Articles on your own, but you still may want to ask for help your first time through. We don’t recommend that you try to create the Operating Agreement on your own, though. The Series LLC agreement is a specially tailored document that really needs to be prepared by someone with experience in the area. However, you can save money when it comes to creating or dissolving the Cells. A reputable attorney or service provider should be willing to give you the documents you need to start and end the Cells on your own, without their involvement.

Obtaining a Fictitious Business Name (D/B/A) for Cells

Whether or not you choose to file for a separate D/B/A on one or more Cells is up to you. In states where the Series LLC is an accepted legal structure, it may not be strictly necessary, but it may still help you out, especially with banking and licensing. Many government officials who aren’t connected to the Secretary of State don’t see Series LLCs, or understand the structure. But they do see D/B/A forms all the time, and often presenting someone with a familiar document will get you through.

Federal and State Tax Identification Numbers

You can file for federal and state tax ID numbers the same way you would any other entity. Remember that you will also need to get Tax ID numbers for each Cell that will be operating independently. Even if the Cell is going to be a purely passive structure it will need a Tax ID number to open a bank account.

Local Licensing Requirements

Licensing requirements vary wildly from state to state and even town to town. Whether or not you need a license often depends on the type of business being done. In many states, real estate investment entities, or home-based businesses don’t need a license. In others, they do. You may need a license for the Series LLC, and you may need separate licenses for the Cells. The best place to start is with your service provider. If you’re creating Cells on your own, check your local government website to see if the business activities require you to get a business license. As long as your entity has a name (or a D/B/A) and at least a Federal Tax ID number, you should be able to get a license without too much trouble.

There are many variables when you’re structuring a business. That’s why it’s hard to go through a quick-service website. Unless you talk to someone who’s got some knowledge and experience on both the tax and the legal side, it’s hard to know what you don’t know. And that can leave you vulnerable.

Got questions? Contact us! We’re here for you.

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