Estate & Asset Protection
Cell-based · isolated liability per series

Form a Series LP or LLP. Cells with isolated liability.

Series LP and Series LLP are like Series LLCs: one master entity with multiple internal series (cells), each with isolated liability. Texas, Illinois, Ohio, and select other states allow series partnership structures. Best for real estate investors and investment funds wanting multiple isolated entities without forming each one separately. Cheaper than separate entities; jurisdictionally less tested.

All 50 states + DC 60-day money-back SOC 2 Type II
How it works

How we handle Series LP / LLP, end-to-end.

Series LP and Series LLP are like Series LLCs: one master entity with multiple internal series (cells), each with isolated liability.

1

State + structure selection

Series LP available in Texas (most common), Illinois, Ohio. Some states allow Series LLP. Series LLC much more common; series partnerships niche. We confirm state allows the structure and benefits match your use case.

2

Master partnership formation

Form master LP or LLP per state law. Partnership agreement specifies series creation mechanics, series management, distributions per series, isolated liability.

3

Series creation

Each series created internally per the partnership agreement. No additional state filing per series (the cost-saving benefit). Each series tracked separately for accounting and liability purposes.

4

Per-series operations

Each series has its own bank account, accounting books, and (if needed) EIN. Operations must maintain series separateness or risk losing isolated liability protection.

What we'll set up for you

A clean handoff, in four steps.

You give us the basics. We handle the state, the IRS, and the compliance clock so you can focus on the business.

01 · Name + Brand

A name that's actually available.

Real-time check against the state register, USPTO trademark database, and matching domains.

02 · State filing

Filed with the Secretary of State.

We submit your Articles, pay the state fee on your behalf, and return the stamped certificate.

03 · Federal IDs

EIN + the right tax setup.

Federal Employer ID with the IRS, plus state tax accounts when your business needs them.

04 · Stay compliant

Registered Agent + deadline tracking.

Your agent on file in every state, with every renewal and annual report tracked in one calendar.

Pricing

Transparent series lp / llp pricing.

Government fees pass through at cost. No upsells.

Real estate portfolio (5 series)

$2999
Master + 5 property series.

Master partnership plus 5 property series for real estate investors. Each series tracks one property. Significant savings vs. forming 5 separate partnerships.

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Series investment fund

$9999
Multi-series fund structure.

Master partnership plus multiple series for investment fund use (parallel funds, share classes). Coordinated with fund formation counsel. More complex structure.

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FAQ

About the Series LP / Series LLP Service.

What is a series LP or series LLP?
A series LP or LLP applies the series concept, one parent entity holding multiple internal protected series, to a limited partnership or limited liability partnership, letting a single filing wall off separate assets or ventures. It is available only in states that authorize it. We confirm your state allows it and structure it correctly.
How does a series LP differ from a series LLC?
The series concept is similar, isolating assets in internal series, but a series LP uses the limited-partnership structure with general and limited partners, while a series LLC uses the LLC form. The right choice depends on whether you need the partnership structure for investors. We help you decide.
Who uses a series LP or LLP?
Investment managers and professional firms who want to isolate funds, deals, or practice groups under one entity while using the partnership structure for investor or partner economics. It suits sophisticated multi-fund or multi-venture setups. We help structure it for that use.
Do the series shields hold up in court?
The internal series shields are established in statute but lightly tested in litigation, so honoring them depends on keeping each series' assets and records genuinely separate, as with any series structure. We build it to be defensible while noting the doctrine is not fully court-tested.
How is a series LP taxed?
Like the underlying partnership, generally pass-through, though the treatment of each series is part of the evolving series tax landscape and can be complex, so it typically needs specialist tax input. We flag the treatment and coordinate with a tax professional given the complexity.
Which states allow series LPs or LLPs?
Only a subset of states authorize series structures, and fewer extend them to LPs and LLPs specifically, so availability is limited. Where your state does not allow it, an alternative structure is needed. We confirm your state's exact authorization before you build on it.
Is a series LP right for me?
It fits sophisticated investment or professional structures needing internal asset separation with a partnership form, but for most businesses a simpler LLC or standard LP is enough. We help you weigh whether the added complexity is worth it for your situation.
What are the maintenance requirements?
Rigorous record-keeping: each series must keep separate assets, books, and often accounts to preserve the shields, plus the entity's normal state filings. Sloppy separation undermines the whole structure. We set it up and flag the ongoing discipline it requires to stay effective.
Can File.Business set up a series LP or LLP?
Yes: we confirm your state authorizes it, file the entity with the required series language, structure the general and limited partner roles, and coordinate the agreement, so a series LP or LLP is legally real. We also help you weigh a simpler series LLC or LP if it fits better.
SOC 2 Type II audited
220,000+ businesses. 60-day money-back. State fees passed through at cost.
Your operating system, not a transaction
Every deadline auto-tracked across your entities. Compliance Score visible year-round.
Transparent pricing
No hidden fees. No upsells at checkout. State fees disclosed upfront.

Start your business in the next 5 minutes.

No state-fee markup. Pay only the state fee. 60-day money-back guarantee.

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