Limited liability companies; Protected Series Act. (HB2272)

Introduced By

Del. Michael Webert (R-Marshall)


Passed Committee
Passed House
Passed Senate
Signed by Governor
Became Law


Limited liability companies; Protected Series Act. Provides for the creation by a limited liability company (LLC) of one or more protected series. The measure provides that each protected series may have different ownership, management structures, assets, and liabilities. Each protected series may function in a manner analogous to a separate legal entity within the LLC that established the protected series, which is referred to as the series LLC. The measure provides a process through which debts and obligations of one protected series are neither the debts nor obligations of any other protected series nor of the series LLC. Under the measure, a separate public filing is required to establish each protected series of a series LLC. The measure specifies rules for disregarding the internal liability shields that protect the assets of one protected series from the creditors of another. The measure provides that assets not properly associated with a protected series may be subject to the claims of creditors even if the internal shields among series remain intact. The measure is based on the Uniform Protected Series Act prepared by the National Conference of Commissioners on Uniform State Laws. The measure has a delayed effective date of July 1, 2020. Amends § 13.1-1002, § 13.1-1004, § 13.1-1005, § 13.1-1012, § 13.1-1051, § 13.1-1061, § 13.1-1062, § 13.1-1064, § 13.1-1065, § 13.1-1067, of the Code of Virginia. Read the Bill »


01/08/2019: Awaiting a Vote in the Commerce and Labor Committee


01/08/2019Prefiled and ordered printed; offered 01/09/19 19100497D
01/08/2019Referred to Committee on Commerce and Labor
01/15/2019Impact statement from SCC (HB2272)

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