Protected and Registered Series LLC Formation Requirements in Maryland
At a glance
| Governing act and covered entity | Md. Code Ann., Corps. & Ass'ns tit. 4A, §§ 4A-101, -202, -204; ordinary domestic LLC; “series company” defined as foreign (§ 4A-101(u)). |
|---|---|
| Domestic series route | No domestic protected/registered-series formation route in current Title 4A; § 4A-202 forms an LLC through articles. |
| Parent LLC authorization and notice | Ordinary articles state LLC name, Maryland principal office and resident agent (§ 4A-204(a)); operating agreement concerns members' company affairs (§ 4A-101(q)); series notice N/A. |
| Who creates a series and when | N/A to domestic series; ordinary LLC forms when Department accepts articles or on a stated later time (§ 4A-202(a)-(b)). |
| Series-level public filing | N/A to domestic series; ordinary LLC articles are executed and filed with the Department (§ 4A-202(a)). |
| Series name | N/A to domestic series; ordinary articles state LLC name (§ 4A-204(a)(1)). |
| Records and associated assets | N/A to domestic series; Title 4A's series definition addresses foreign LLCs (§ 4A-101(u)-(v)). |
| Statutory asset segregation | N/A to domestic series; § 4A-101(v) describes a foreign jurisdiction's series statute, not a domestic asset-segregation route. |
| Changes and termination | N/A to domestic series; ordinary articles may contain additional lawful provisions (§ 4A-204(a)(3)). |
| Outside scope and effect limits | Foreign series are separately defined in § 4A-101(u)-(v); this domestic-formation finding does not decide their treatment, tax, bankruptcy, contracts, or creditor recovery. |
Ordinary LLC procedure under current Title 4A
Md. Code Ann., Corps. & Ass'ns § 4A-101(l) defines a domestic LLC as an organization formed under Title 4A. Under § 4A-202(a)-(b), a person causes articles of organization to be executed and filed, and the LLC forms when the Department accepts them or at a stated later time. § 4A-204(a) requires the articles to state the company name, Maryland principal office, and resident agent, while permitting other lawful terms. § 4A-101(q) defines the operating agreement as the members' agreement about company affairs.
The complete official Corporations and Associations article contains no domestic protected- or registered-series establishment route in Title 4A. It instead defines a “series company” in § 4A-101(u)-(v) as a foreign LLC operating under another jurisdiction's series statute. This is a domestic-formation finding; the separate foreign provisions require their own analysis.
What trips people up
A foreign series definition does not authorize a Maryland LLC to create a liability-segregated domestic series. Similarly, § 4A-204(a)(3) permits other lawful provisions in ordinary articles, but the current title provides no domestic series designation or parent/series asset-association procedure. Contract terms and actual creditor remedies require separate analysis.
Common questions
Do ordinary articles create a filed protected series?
§ 4A-202 forms the LLC. Current Title 4A does not add a domestic series-level formation filing.
Does the “series company” definition cover Maryland LLCs?
No. § 4A-101(u) expressly defines that term as a foreign limited liability company established under a series statute.
Statutes and sources
- Maryland General Assembly, current Corporations and Associations Article, Title 4A, including §§ 4A-101, 4A-202, and 4A-204; official text accessed September 27, 2026.
Source links
Every statute quoted above, linked, with the date we checked it.
What does Maryland law mean for your facts?
You just read the general rule. Ask your own question and see which parts of current Maryland law apply to your situation, with citations you can check.
Opens in Ezel Pro.
- Starts from the statutes this survey is built on
- Cites every source it relies on, so you can verify it
- Chat, drafting and research in one workspace