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2025 Florida Statutes

Title XXXVI BUSINESS ORGANIZATIONS
Chapter 605 FLORIDA REVISED LIMITED LIABILITY COMPANY ACT Entire Chapter
SECTION 2703
Certificate of authority for foreign series limited liability company and foreign protected series; amendment of application.
F.S. 605.2703
1605.2703 Certificate of authority for foreign series limited liability company and foreign protected series; amendment of application.—
(1) Except as otherwise provided in this section and subject to ss. 605.2402 and 605.2404, the laws of this state governing application by a foreign limited liability company to obtain a certificate of authority to transact business in this state as required under s. 605.0902, including the effect of obtaining a certificate of authority under s. 605.0903, and the effect of failure to have a certificate of authority as described in s. 605.0904, apply to a foreign series limited liability company and to a foreign protected series of a foreign series limited liability company, as if the foreign protected series was a foreign limited liability company formed separately from the foreign series limited liability company, and distinct from the foreign series limited liability company and any other foreign protected series of the foreign series limited liability company.
(2) An application by a foreign protected series of a foreign series limited liability company for a certificate of authority to transact business in this state must include all of the following:
(a) The name and governing jurisdiction of the foreign series limited liability company and the foreign protected series seeking a certificate of authority, and all of the other information required under s. 605.0902, and any other information required by the department.
(b) If the company has other foreign protected series, the name, title, capacity, and street and mailing address of at least one person that has the authority to manage the foreign limited liability company and that knows the name and street and mailing address of:
1. Each other foreign protected series of the foreign series limited liability company; and
2. The foreign protected-series manager of, and the registered agent for service of process on, each other foreign protected series of the foreign series limited liability company.
(3) The name of a foreign protected series applying for a certificate of authority to transact business in this state must comply with ss. 605.0112 and 605.2202, which may be accomplished by using an alternate name pursuant to ss. 605.0906 and 865.09, if the alternate name complies with ss. 605.0112, 605.0906, and 605.2202.
(4) The requirements in s. 605.0907 relating to required information and amending of a certificate of authority apply to the information required by subsection (2).
(5) Sections 605.0903-605.0912 apply to a foreign limited liability company and to a protected series of a foreign series limited liability company applying for, amending, or withdrawing a certificate of authority to transact business in this state.
History.—s. 41, ch. 2025-162.
1Note.—Effective July 1, 2026.