Verrill Dana attorney Christopher McLoon has been asked to be an Observer for the Business Entity Series Project of the National Conference of Commissioners Uniform State Laws (NCCUSL). The project is drafting language for organizing and operating series structures for Uniform Acts (the Uniform Limited Partnership Act, the Uniform LLC Act, and the Uniform Business Trust Act). Series structures are becoming more widely accepted and used. Currently, Maine and Massachusetts LLC acts and partnership acts do not allow for series structures.
Chris has also been asked to head up an effort of the ABA Tax Section LLC Committee to study and comment on operational issues in series structures. He will present initial comments to the committee at the ABA Tax Section meeting in January, in Phoenix, AZ.
Working with series structures without understanding what they are, whether they are properly formed and maintained, and how they are supposed to operate is very risky for a lender. A lender working with a series needs to understand who is the borrower, who owns the collateral, and how to perfect a security interest in an asset owned by a series.
Feel free to contact Chris McLoon with any questions on this subject at email@example.com.