Running several product lines, real-estate assets, or side projects? Delaware offers two popular structures:
- One master Series LLC with internal “series,” or
- Separate, stand-alone LLCs for each activity.
Below is a 2025-focused comparison so founders can weigh liability shields, tax workload, and Delaware costs before choosing.
Relevant IRC Codes & Definitions
| Code / Guidance | Why It Matters |
|---|---|
| IRS Notice 2010-38 | Allows each series of a Series LLC to be treated as a separate “person” for federal tax. |
| IRC §7701 | Governs entity classification; each series may need its own EIN and return. |
| IRC §162 | Makes state fees and franchise taxes deductible business expenses. |
| IRC §448 | Cash vs. accrual rules apply separately if each series files its own return. |
IRS & State Form References
| Requirement | Series LLC (Master + Series) | Multiple LLCs |
|---|---|---|
| Delaware Filing | One Certificate of Formation; no filings for individual series. | Separate filing & $90 fee for each LLC. |
| Annual Delaware Tax | One $300 flat tax for the master entity. | $300 per LLC (e.g., 4 LLCs = $1,200). |
| EINs | Optional one per series if separate returns needed. | Each LLC needs its own EIN. |
| Federal Returns | Possibly one per active series (Form 1065/1120). | One return per LLC. |
| BOI Reports | Master + each series that “owns” assets must file. | One BOI per LLC. |
Real-World Example
Scenario
Start-Stack Inc. wants three revenue streams:
- SaaS tool
- Digital-course line
- Consulting agency
| Factor | Series LLC | Three LLCs |
|---|---|---|
| Delaware Fees | $300 / year | $900 / year |
| Fed. EINs | Up to 3 | 3 |
| Fed. Returns | Up to 3 | 3 |
| Investor Preference | Moderate (some VCs unfamiliar) | High |
| Piercing-veil risk | Must keep strict series records | Each LLC self-contained |
Outcome: Series LLC saved $600/year in Delaware tax, but founders hired a CPA to maintain distinct books per series to keep liability shields intact.
Step-by-Step Comparison Checklist
- Number of Ventures – 2–5 low-risk projects? Series LLC may work.
- Investor & Bank Comfort – VCs and banks often favor stand-alone LLCs.
- Asset Segregation – Series provides internal shields if records, EINs, and contracts remain separate.
- Annual Budget – Each extra LLC adds $300 Delaware tax + CPA fees.
- Exit Strategy – Selling one business line is simpler from its own LLC.
- BOI Complexity – Series structure multiplies BOI filings.
- State Nexus – If series operate in other states, those states may not honor series shields—separate LLCs might be safer.
Conclusion
- Cost-sensitive founders often pick one Series LLC to trim Delaware taxes.
- Investor-funded startups or those eyeing asset sales pick multiple LLCs for cleaner exits and simpler due diligence.
Choose based on risk tolerance, funding roadmap, and bookkeeping discipline.
Call to Action
Need an apples-to-apples cost projection for your structure?
👉 Book a structural strategy call with Anshul Goyal, CPA, and receive a custom tax and compliance forecast for Series LLC vs. separate LLCs.
Disclaimer
This comparison is for informational purposes only and does not constitute legal or tax advice. Series LLCs face uncertain treatment in some non-Delaware courts and taxing jurisdictions. Always consult qualified counsel before adopting a Series LLC or forming multiple entities.
Anshul Goyal, CPA EA FCA is licensed in the U.S., enrolled to practice before the IRS, and a Chartered Accountant in India. He advises founders on Delaware formations, multi-entity tax strategy, and cross-border compliance.
FAQs (Top 5 High-Searched)
1. Does each series need its own EIN?
Usually yes—if it has employees, bank accounts, or files its own IRS return.
2. Is liability truly separate between series?
Yes under Delaware law, but only with strict records and contracts per series.
3. Do other states recognize Series LLCs?
Many don’t. Activities in another state may require separate foreign registration or new LLC.
4. Which structure do VCs prefer?
Separate LLCs or a C-Corp subsidiary structure; Series LLCs can confuse diligence.
5. Can I convert a series to its own LLC later?
Yes—Delaware allows spin-off conversions, but new filing fees and EINs apply.
About Our CPA
Anshul Goyal, CPA EA FCA has guided 2,000+ tech entrepreneurs through Delaware structuring, saving over $200 million in taxes and ensuring audit-ready series and multi-LLC arrangements.