How Do I Name My Texas Series LLC?
By Vela Wood
A question that we frequently get from our Series LLC clients is, “How do I name my Texas Series LLC?”
This is really two questions in one – as the parent and cells within the series will each have different names. Thus, there is a name for the parent, and then one for the cell(s). Though the Texas Business Organizations Code (“TBOC”) does not provide specific guidance on the naming issue, we advise our clients to be very clear about the cells’ names, so that we can be consistent with the separation of cells language found in Section 101.602(b)(1) of the TBOC.
Let’s assume your company is named “Dallas Real Estate Investments LLC.” That would be the name of your parent LLC. For each cell in the series, we suggest that you add “- Series ___” to the end of the name. For example, cell A would be named “Dallas Real Estate Investments LLC – Series A,” cell B would be named “Dallas Real Estate Investments LLC – Series B,” and so on.
Use this name on your formal legal documents – perhaps a warranty deed, a contract, or your bank account – and this will make it clear that you are separating assets into a specific cell. It is possible to file a DBA for each cell, but that can get tricky. As always, please reach out to an attorney prior to filing your Series LLC.
One last thing – simply adding “Series A” to the end of your cell does not relieve you of the separate record management requirements of a Texas Series LLC under the TBOC, so be sure to review our earlier posts on the topic, and talk to an attorney before forming your Texas Series LLC.