A Wyoming Series LLC is a special form of a Limited Liability Company (LLC) that allows a single legal entity, the “master” LLC, to create multiple subdivisions, called “series” or “cells.” Each series can own assets, enter into contracts, sue or be sued, and have different members and managers. Most importantly, each series operates independently from the others, meaning liabilities are isolated to that specific series.
Series LLCs are especially popular for real estate investors, asset protection planners, and business owners who want to streamline operations across multiple ventures without forming separate LLCs for each one.
Important:
In Wyoming, the statutes for Series LLCs are clear and business-friendly, giving entrepreneurs maximum flexibility with minimum bureaucracy.
Why Someone Would Want a Wyoming Series LLC
1. Maximum Asset Protection Across Ventures
In a traditional LLC, all assets are exposed to liabilities from lawsuits or debts related to any business activity within that LLC. In a Wyoming Series LLC, a lawsuit against one series doesn’t touch the assets of another.
This structure is invaluable if you:
- Own multiple properties
- Run multiple businesses
- Manage multiple investment portfolios
2. Simplified Reporting and Administration
You only need to:
- File one formation document
- Pay one annual report fee
- Use one Wyoming Registered Agent
Each series remains internally separate, but you avoid the paperwork burden and costs of managing multiple standalone LLCs.
3. Cost-Effective Expansion
Instead of paying $100+ every time you form a new Wyoming LLC, you simply create a new series internally, saving potentially thousands of dollars as your business grows.
Example:
A real estate investor managing 10 properties could save nearly $1,000 annually on formation fees and Registered Agent costs by using a Series LLC.
4. Privacy and Anonymity
Wyoming does not require the listing of members or managers in public records. You can maintain maximum privacy whether you’re managing one series or fifty.
5. Flexible Tax Structures
Each series can elect different tax treatments:
- Partnership
- S-Corp
- Sole Proprietorship
- C-Corp
This gives you massive flexibility to optimize tax outcomes based on each series’ operations.
Strategies for Using a Wyoming Series LLC
1. Real Estate Holdings
Use a separate series for each property to:
- Protect individual assets
- Simplify bookkeeping
- Isolate tenant liabilities
- Increase attractiveness to investors or buyers
Pro Tip: Title each property in the name of the specific series for full protection.
2. Multiple E-commerce Brands
If you operate several online stores (e.g., on Amazon, Etsy, Shopify), you can use:
- Series A: Handmade crafts
- Series B: Fitness gear
- Series C: Pet supplies
If one store is sued (e.g., over a defective product), the other stores remain shielded. This protects your business assets.
3. Startup Investments
Entrepreneurs often spin up different projects and want to shield them individually without forming costly separate entities.
Startup Example:
- Series A: Mobile App
- Series B: SaaS Platform
- Series C: NFT Marketplace
If one startup flops or faces a lawsuit, the others stay safe.
4. Family Asset Management
Parents can set up a master Series LLC and create:
- Series A: Vacation home
- Series B: Investment portfolio
- Series C: Heirlooms and valuable collectibles
Each child could inherit a series, simplifying estate planning and avoiding probate complications.
5. Risk Management for Professional Services
Law firms, consultancies, and medical groups can allocate different lines of service to different series, limiting malpractice or business risks to individual silos.
How to Form a Wyoming Series LLC
Step 1: Choose a Compliant Name
- Unique name (search existing businesses in Wyoming)
- Must include “Limited Liability Company” or “LLC”
- Cannot imply illegal or restricted activities (e.g., bank, insurance, university)
Tip: Reserve your name early if needed.
Step 2: Hire a Wyoming Registered Agent
A Registered Agent must:
- Have a physical office in Wyoming (no P.O. boxes)
- Be available during normal business hours
Many companies offer privacy-enhancing Registered Agent services.
Step 3: Draft and File the Articles of Organization
Your filing must explicitly authorize the creation of series under the master LLC. Wyoming does not require listing each series when you file initially.
Cost: $100 one-time filing fee.
Step 4: Create a Robust Series Operating Agreement
A strong, detailed Operating Agreement is critical. It should include:
- Procedures for creating series
- Separation of assets, liabilities, and records
- Management structures for each series
- How series can be dissolved or transferred
A weak Operating Agreement may not hold up in court.
Template Tip: Always include schedules (attachments) listing the assets assigned to each series.
Step 5: Form Internal Series
You do not file each series with the Wyoming Secretary of State. Instead, you:
- Create a written record of each new series
- Assign assets and liabilities
- Establish separate bank accounts and accounting
Pro Tip:
Some business owners give each series a DBA (Doing Business As) for branding clarity.
Step 6: Obtain EINs as Needed
- Master LLC may have one EIN
- Individual series may optionally apply for their own EIN if operating distinctly
Applying for an EIN is free via the IRS website.
Step 7: Maintain Annual Compliance
- File an annual report for the master LLC
- Update internal records for each active series
- Renew Registered Agent services if needed
Failure to maintain separation can pierce the liability shield.
Benefits of a Wyoming Series LLC
| Benefit | Description |
|---|---|
| Asset Protection | Liability is isolated per series |
| Cost Efficiency | One filing, one annual report, one Registered Agent |
| Tax Flexibility | Different tax treatments for different series |
| Privacy | No member or manager names disclosed publicly |
| Ease of Scaling | Quickly add new series as needed without new filings |
| Favorable Laws | Wyoming is consistently ranked among the best states for business |
Cons of a Wyoming Series LLC
| Con | Description |
|---|---|
| Lack of Recognition | Some states don’t recognize Series LLCs |
| Administrative Burden | Requires rigorous separation of assets and operations |
| Potential Legal Grey Areas | IRS and courts haven’t fully tested all aspects |
| Banking Challenges | Not all banks understand or support series structure |
Additional Considerations: Things You Should Know Before Forming a Series LLC
Series Naming Best Practices
When naming your series internally, use clear, descriptive names to avoid confusion.
Example:
- “Sunrise Properties, LLC – Series 1: Aspen Drive Home”
- “Sunrise Properties, LLC – Series 2: Maple Lane Duplex”
Insurance for Each Series
Even though each series is protected legally, it’s wise to:
- Obtain separate insurance policies
- Clearly name the series as the insured party
This ensures no cross-liability from insurance claims.
Accounting and Taxes
Separate your:
- Bank accounts
- Books
- Tax filings (if separate elections are made)
Best practice: Treat each series as if it were its own company internally.
Conclusion: Is the Wyoming Series LLC Right for You?
The Wyoming Series LLC is one of the most powerful and flexible business structures available today. It combines the liability protection of multiple LLCs with the simplicity and cost efficiency of a single master entity.
If you manage multiple assets, run several businesses, or want maximum protection without the paperwork burden, the Wyoming Series LLC deserves serious consideration.
However, it’s not a “set it and forget it” system. Careful planning, excellent bookkeeping, and legal compliance are essential to maintain its powerful protections.
Pro Tip: Always consult with an attorney or a professional Wyoming Registered Agent to ensure your Series LLC is structured properly from the start.
Registered Agents that offer Wyoming LLC Filing
Legal Formation specializes in Wyoming LLCs, but we do not offer Wyoming Series LLC filing. If you are looking for a Registered Agent that can file a Wyoming Series LLC, try one of these trustworthy agents below. Disclosure: The links below are affiliate links, meaning we may earn a commission if you choose to make a purchase, at no extra cost to you.
Frequently Asked Questions About Wyoming Series LLCs
1. What is the main advantage of a Wyoming Series LLC?
It isolates liabilities and assets under separate series, all while saving money compared to forming multiple LLCs.
2. Is a Series LLC more complicated to manage than a regular LLC?
It can be. Each series must maintain separate records, books, and (preferably) bank accounts.
3. Do I have to file each new series with the state?
No. Wyoming requires only internal documentation to establish new series.
4. What happens if my series aren't properly separated?
If you commingle assets or finances, courts could collapse the series structure, exposing all assets to liabilities.
5. Are Wyoming Series LLCs recognized nationwide?
No. Some states like New York do not recognize Series LLCs or impose additional requirements. California will recognize a Wyoming Series LLC, but does not offer a Series LLC domestically.
6. Can each series have a different owner or manager?
Yes! That’s one of the key advantages, ownership and management structures can differ by series.
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