Structures
LLC variations in Nevada: member-managed, manager-managed, series and restricted
Nevada law allows several LLC arrangements. They are not interchangeable templates.
A Nevada LLC can be managed by its members or by one or more managers named under its articles and operating agreement. Who signs contracts and makes decisions should match how the company is actually run.
Chapter 86 also provides for series LLCs (NRS 86.296), which can separate assets and liabilities into series when strict conditions and records are maintained, and for restricted LLCs, which carry specific distribution restrictions.
These specialized forms have their own drafting, record-keeping and operating requirements. They should be reviewed with qualified counsel rather than selected from a standard form.
Checklist
- Decide who will actually manage day-to-day decisions
- Match the articles and operating agreement to that choice
- If considering a series or restricted LLC, consult counsel first
- Keep separate records for each series if one is used
Common misconceptions
- Myth: A series LLC automatically protects every asset.
- Reality: Protection depends on meeting statutory conditions and keeping separate records; it is not automatic.