Naming Your Series LLC


You will need a name for your Series LLC and each one of the Cells you are creating during initial set up. All states require you to use the proper corporate designator after the name of your LLC, which will be either “Limited Liability Company, LLC, or L.L.C. You will also have to comply with individual state naming requirements. Usually that means you can’t use certain words, like “bank”. All states have a list of what is and isn’t acceptable for LLC names, typically on their websites or in the instructions that come with their pre-printed Articles of Organization.

No state requires you to use the word“Series” in the name of your Series LLC. But when it comes to naming the Cells, though, state laws differ. Illinois has the most stringent requirements. In Illinois, you are required to use the full name of the Series LLC and then the name of the Cell, e.g., Butterfly Holdings, LLC – Caterpillar Series. Not all states have this type of requirement. Nevada, for example, makes no mention of how the Cells should be named.

For practical purposes, we like to see clients use the Illinois-style naming convention when filing for the Tax ID number with the IRS.

If you don’t like the idea of using a long company name, you may want to consider filing a fictitious business name, or D/B/A application for each Cell. That will allow you to create a shorter name for everyday use, like company logo, website, bank account, business card, and so on. But make sure that you use the longer, formal name when it’s required. For example you wouldn’t ever want to enter into a contract with a third party without naming your full structure, e.g., Butterfly Holdings, LLC – Caterpillar Series, d/b/a The Caterpillar Project.” Now you’ve made it clear to everyone that there is a legal business entity involved.

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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