Florida 2025 Regular Session Status: In Committee 2 R cosponsors

HB 403 — Limited Liability Companies

Last action — Laid on Table, companion bill(s) passed, see CS/SB 316 (Ch. 2025-162)

  1. ✓
    Introduced
  2. 2
    In Committee
  3. 3
    Passed House
  4. 4
    Passed Senate
  5. 5
    To Executive
  6. 6
    Enacted

This bill died with 2025 Regular Session. It reached “In Committee” and never advanced before the session ended, so it can no longer move — a new version would have to be reintroduced in the current session.

This bill is no longer active — its legislative session has ended, so there is no live prognosis. It would have to be reintroduced in the current session to move again.

Summary

Limited Liability Companies; Creates and revises provisions addressing certain domestic and foreign limited liability companies, series, and protected series, including registered series and protected series.

Bill Text

What changed in the latest version

150 added · 150 removed

150 line(s) added, 150 removed.

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F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 A bill to be entitled An act relating to limited liability companies;
F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 A bill to be entitled An act relating to limited liability companies;
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 operating agreements;
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 operating agreements;
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 construction;
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 construction;
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 initially by an associated member of the protected series or the series limited liability company;
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 initially by an associated member of the protected series or the series limited liability company;
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 specifying that certain claims are governed by specified provisions;
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 specifying that certain claims are governed by specified provisions;
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 and revocation of voluntary dissolutions;
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 and revocation of voluntary dissolutions;
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 jurisdiction of the courts in this state;
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 jurisdiction of the courts in this state;
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 Florida Statutes, is redesignated as subsection (11), a new subsection (7) and subsections (8), (9), and (10) are added to that section, and subsections (1) and (6) of that section are amended, to read:
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 Florida Statutes, is redesignated as subsection (11), a new subsection (7) and subsections (8), (9), and (10) are added to that section, and subsections (1) and (6) of that section are amended, to read:
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 this state and may be served pursuant to s.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 this state and may be served pursuant to s.
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 Statutes, is amended to read:
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 Statutes, is amended to read:
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 (d) Whether If the company's most recent annual report required under s.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 (d) Whether If the company's most recent annual report required under s.
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 been filed by the department.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 been filed by the department.
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 foreign limited liability company, however the part is denominated, which is established under law that limits, or limits if conditions specified under law are satisfied, the liability of the part to a creditor of the foreign company or of another part of the structure, regardless of whether the law uses the term "protected series." (5) "Foreign series limited liability company" means a foreign limited liability company that has at least one foreign series or protected series.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 foreign limited liability company, however the part is denominated, which is established under law that limits, or limits if conditions specified under law are satisfied, the liability of the part to a creditor of the foreign company or of another part of the structure, regardless of whether the law uses the term "protected series." (5) "Foreign series limited liability company" means a foreign limited liability company that has at least one foreign series or protected series.
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 (9) "Protected-series manager" means a person under whose authority the powers of a protected series are exercised and under whose direction the activities and affairs of the protected series are managed under the operating agreement and this chapter.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 (9) "Protected-series manager" means a person under whose authority the powers of a protected series are exercised and under whose direction the activities and affairs of the protected series are managed under the operating agreement and this chapter.
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 state pursuant to a record filed with the department.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 state pursuant to a record filed with the department.
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 company has the capacity to sue and be sued in its own name.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 company has the capacity to sue and be sued in its own name.
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 1.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 1.
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 or another liability of a protected series of a series limited liability company if the debt, obligation, or liability is asserted solely by reason of the person being or acting as any of the following:
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 or another liability of a protected series of a series limited liability company if the debt, obligation, or liability is asserted solely by reason of the person being or acting as any of the following:
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 series;
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 series;
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 605.2106 Relation of a protected series operating agreement and the protected series provisions of this chapter.— (1) Except as otherwise provided in this section, and subject to ss.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 605.2106 Relation of a protected series operating agreement and the protected series provisions of this chapter.— (1) Except as otherwise provided in this section, and subject to ss.
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 2.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 2.
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 authorized by ss.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 authorized by ss.
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 (k) Section 605.2301;
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 (k) Section 605.2301;
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 reasonable restrictions on the availability and use of information obtained under that section and may provide appropriate remedies, including liquidated damages, for a breach of any reasonable restriction on use.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 reasonable restrictions on the availability and use of information obtained under that section and may provide appropriate remedies, including liquidated damages, for a breach of any reasonable restriction on use.
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 series limited liability company deemed to exist under paragraph (a);
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 series limited liability company deemed to exist under paragraph (a);
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 provisions relating to formation, powers, operation, existence, management, court proceedings, and filings with the department and other state or local government agencies, are applicable to each series limited liability company and to each protected series established pursuant to s.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 provisions relating to formation, powers, operation, existence, management, court proceedings, and filings with the department and other state or local government agencies, are applicable to each series limited liability company and to each protected series established pursuant to s.
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 the name of the protected series to which the change to the protected series designation applies;
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 the name of the protected series to which the change to the protected series designation applies;
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 protected series, changing the name of each protected series to comply with this section.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 protected series, changing the name of each protected series to comply with this section.
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 (6) Except as otherwise agreed upon by a series limited liability company and its registered agent, the registered agent is not obligated to distinguish between a process, notice, demand, or other record concerning the company and a process, notice, demand, or other record concerning a protected series of the company.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 (6) Except as otherwise agreed upon by a series limited liability company and its registered agent, the registered agent is not obligated to distinguish between a process, notice, demand, or other record concerning the company and a process, notice, demand, or other record concerning a protected series of the company.
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 principal office in this state of the series limited liability company.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 principal office in this state of the series limited liability company.
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 (1) The department, upon request, payment of the requisite fee, and compliance with any other filing requirements of the department, shall issue a certificate of status for a protected series of a series limited liability company if the records filed in the department show that the department has accepted and filed articles of organization for the series limited liability company and a protected series designation for the protected series.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 (1) The department, upon request, payment of the requisite fee, and compliance with any other filing requirements of the department, shall issue a certificate of status for a protected series of a series limited liability company if the records filed in the department show that the department has accepted and filed articles of organization for the series limited liability company and a protected series designation for the protected series.
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 unless:
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 unless:
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 if the records filed in the department show that the department has filed a certificate of authority for the foreign series limited liability company and a certificate of authority for the foreign protected series.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 if the records filed in the department show that the department has filed a certificate of authority for the foreign series limited liability company and a certificate of authority for the foreign protected series.
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 most recent annual report includes the name of the foreign protected series, unless:
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 most recent annual report includes the name of the foreign protected series, unless:
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 this state.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 this state.
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 department;
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 department;
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 2.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 2.
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 disinterested, reasonable individual to:
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 disinterested, reasonable individual to:
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 type, quantity, or computational or allocative formula or procedure, including a percentage or share of any asset, or in any other reasonable manner.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 type, quantity, or computational or allocative formula or procedure, including a percentage or share of any asset, or in any other reasonable manner.
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 (a) That the member is an associated member of the protected series.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 (a) That the member is an associated member of the protected series.
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hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 transferable interest through a transfer from another person or as provided in the operating agreement.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 transferable interest through a transfer from another person or as provided in the operating agreement.
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 (c) Any protected-series transferee of the protected series.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 (c) Any protected-series transferee of the protected series.
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 accordance with s.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 accordance with s.
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 (2) A person that was formerly an associated member of a protected series has a right to information concerning the protected series to the same extent, in the same manner, and under the same conditions that a person dissociated as a member of a manager-managed limited liability company has a right to information concerning the limited liability company under s.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 (2) A person that was formerly an associated member of a protected series has a right to information concerning the protected series to the same extent, in the same manner, and under the same conditions that a person dissociated as a member of a manager-managed limited liability company has a right to information concerning the limited liability company under s.
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 605.2401 Limitations on liability.— (1) A person is not liable, directly or indirectly, by way of contribution or otherwise, for a debt, an obligation, or another liability of either of the following:
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 605.2401 Limitations on liability.— (1) A person is not liable, directly or indirectly, by way of contribution or otherwise, for a debt, an obligation, or another liability of either of the following:
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 liability company:
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 liability company:
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 claim seeking to disregard a limitation in s.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 claim seeking to disregard a limitation in s.
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 an act or omission in this state.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 an act or omission in this state.
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 series by attachment, levy, or similar means under this section.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 series by attachment, levy, or similar means under this section.
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 (c) A judgment against a protected series may be enforced against an asset of another protected series of the series limited liability company if the asset:
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 (c) A judgment against a protected series may be enforced against an asset of another protected series of the series limited liability company if the asset:
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 state, or the claim under this section is to enforce a judgment, or to seek a prejudgment remedy, pertaining to a liability arising from the law of this state other than this chapter or an act or omission in this state.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 state, or the claim under this section is to enforce a judgment, or to seek a prejudgment remedy, pertaining to a liability arising from the law of this state other than this chapter or an act or omission in this state.
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 same grounds the court would enter an order dissolving a limited liability company on application by a member or manager of the limited liability company pursuant to s.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 same grounds the court would enter an order dissolving a limited liability company on application by a member or manager of the limited liability company pursuant to s.
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 under s.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 under s.
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 (4) The filing of the statement of designation cancellation by the department has the same effect as the filing by the department of a statement of termination under s.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 (4) The filing of the statement of designation cancellation by the department has the same effect as the filing by the department of a statement of termination under s.
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 restricted;
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 restricted;
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 participate in;
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 participate in;
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 jurisdiction, however a merger is denominated under such law;
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 jurisdiction, however a merger is denominated under such law;
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 protected series will be a continuing protected series or be dissolved, wound up, and terminated.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 protected series will be a continuing protected series or be dissolved, wound up, and terminated.
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 3.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 3.
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 which after the merger will be a relocated protected series:
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 which after the merger will be a relocated protected series:
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 (4) All property of a relocated protected series or continuing protected series continues to be vested in the protected series without transfer, reversion, or impairment.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 (4) All property of a relocated protected series or continuing protected series continues to be vested in the protected series without transfer, reversion, or impairment.
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 protected series takes effect.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 protected series takes effect.
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 apply:
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 apply:
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 605.2404(2)(a)1., (b)1., and (c)1., the incurrence date is deemed to be the date on which the merger becomes effective.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 605.2404(2)(a)1., (b)1., and (c)1., the incurrence date is deemed to be the date on which the merger becomes effective.
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 affairs of the foreign protected series and the conduct of those activities and affairs.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 affairs of the foreign protected series and the conduct of those activities and affairs.
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 (a) An associated member, a protected-series transferee, or a protected-series manager of the foreign protected series.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 (a) An associated member, a protected-series transferee, or a protected-series manager of the foreign protected series.
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 1.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 1.
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 determining whether a foreign series limited liability company or foreign protected series of the foreign series limited liability company is transacting business in this state or is subject to the personal jurisdiction of the courts in this state, the following apply:
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 determining whether a foreign series limited liability company or foreign protected series of the foreign series limited liability company is transacting business in this state or is subject to the personal jurisdiction of the courts in this state, the following apply:
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 obtain a certificate of authority to transact business in this state as required under s.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 obtain a certificate of authority to transact business in this state as required under s.
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 mailing address of:
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 mailing address of:
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 (1) Not later than 30 days after becoming a party to a proceeding before a civil, administrative, or other adjudicative tribunal of or located in this state, or a tribunal of the United States located in this state:
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 (1) Not later than 30 days after becoming a party to a proceeding before a civil, administrative, or other adjudicative tribunal of or located in this state, or a tribunal of the United States located in this state:
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 foreign protected series challenges the personal jurisdiction of the tribunal, the requirement that the foreign series limited liability company or foreign protected series make disclosure under subsection (1) is tolled until the tribunal determines whether it has personal jurisdiction.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 foreign protected series challenges the personal jurisdiction of the tribunal, the requirement that the foreign series limited liability company or foreign protected series make disclosure under subsection (1) is tolled until the tribunal determines whether it has personal jurisdiction.
605.2802 Effective date.— (1) Beginning January 1, 2026, this chapter governs all domestic and foreign protected series limited liability companies and all domestic protected series and all foreign series that transact business in this state.
605.2802 Effective date.— (1) Beginning July 1, 2026, this chapter governs all domestic and foreign protected series limited liability companies and all domestic protected series and all foreign series that transact business in this state.
hb403-00 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S HB 403 2025 January 1, 2026, may not create or designate any protected series before the effective date of this act.
hb403-01-c1 F L O R I D A H O U S E O F R E P R E S E N T A T I V E S CS/HB 403 2025 July 1, 2026, may not create or designate any protected series before the effective date of this act.
This act shall take effect January 1, 2026.
This act shall take July 1, 2026.
hb403-00
hb403-01-c1
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Action History

  1. Laid on Table, companion bill(s) passed, see CS/SB 316 (Ch. 2025-162)

  2. Added to Second Reading Calendar

  3. Bill referred to House Calendar

  4. 1st Reading (Committee Substitute 1)

  5. CS Filed

  6. Laid on Table under Rule 7.18(a)

  7. Reported out of Judiciary Committee

  8. Favorable with CS by Judiciary Committee

  9. Added to Judiciary Committee agenda

  10. Now in Judiciary Committee

  11. Reported out of Industries & Professional Activities Subcommittee

  12. Favorable by Industries & Professional Activities Subcommittee

  13. Added to Industries & Professional Activities Subcommittee agenda

  14. Now in Industries & Professional Activities Subcommittee

  15. Reported out of Civil Justice & Claims Subcommittee

  16. Favorable by Civil Justice & Claims Subcommittee

  17. 1st Reading (Original Filed Version)

  18. Added to Civil Justice & Claims Subcommittee agenda

  19. Now in Civil Justice & Claims Subcommittee

  20. Referred to Judiciary Committee

  21. Referred to Industries & Professional Activities Subcommittee

  22. Referred to Civil Justice & Claims Subcommittee

  23. Filed

Sponsors

Sponsorship breakdown

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2 sponsors · 1 co-sponsors · 161 not signed on

Sponsors (2)

Co-sponsors (1)

Not signed on (161)

161 members have not signed on to this bill.

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"Not signed on" means a member has not sponsored or co-sponsored this bill — it does not imply opposition. Members flagged Voted No have a recorded No vote on this bill.

Whip count is in markup. Polling the chamber and every recorded vote this session. Only the first open is slow. It’s instant for you after this. Calling the roll · Tallying · Engrossing

Votes

Favorable With Committee Substitute (Judiciary Committee)

Passed 19 Yea · 0 Nay · 3 Other
Party YeaNayPresentNot Voting
Republican 14002
Democrat 5001
Total 19003
% of votes cast 86%0%0%14%
How each member voted (22)
Member Party Vote
Antone, Bruce Hadley Democrat Yea
Bracy Davis, LaVon Democrat Yea
Chambliss, Kevin D. Democrat Not Voting
Daley, Dan Democrat Yea
Gottlieb, Michael "Mike" Democrat Yea
López, Johanna Democrat Yea
Abbott, Shane G. Republican Yea
Albert, Jon Republican Yea
Alvarez, Daniel Antonio "Danny" Republican Yea
Anderson, Adam Republican Yea
Baker, Jessica Republican Yea
Barnaby, Webster Republican Yea
Borrero, David Republican Yea
Brannan III, Robert Charles "Chuck" Republican Yea
Cassel, Hillary Republican Not Voting
Fabricio, Tom Republican Yea
Koster, Traci Republican Yea
Maney, Patt Republican Yea
Owen, Michael Republican Yea
Plakon, Rachel Saunders Republican Yea
Porras, Juan Carlos Republican Yea
Salzman, Michelle Republican Not Voting

Official roll call →

Favorable (Industries & Professional Activities Subcommittee)

Passed 16 Yea · 0 Nay · 2 Other
Party YeaNayPresentNot Voting
Democrat 5000
Republican 10001
Unaffiliated 1000
Total 16001
% of votes cast 94%0%0%6%
How each member voted (17)
Member Party Vote
Lopez, V. — Yea
Antone, Bruce Hadley Democrat Yea
Eskamani, Dr. Anna V. Democrat Yea
Hinson, Yvonne Hayes Democrat Yea
Nixon, Angela "Angie" Democrat Yea
Spencer, Leonard Democrat Yea
Benarroch, Yvette Republican Yea
Busatta, Demi Republican Yea
Gentry, Richard Republican Yea
Giallombardo, Mike Republican Yea
McFarland, Fiona Republican Not Voting
Oliver, Vanessa Republican Yea
Overdorf, Tobin Rogers "Toby" Republican Yea
Porras, Juan Carlos Republican Yea
Sapp, Judson Republican Yea
Valdés, Susan L. Republican Yea
Yeager, Bradford Troy "Brad" Republican Yea

Official roll call →

Favorable (Civil Justice & Claims Subcommittee)

Passed 18 Yea · 0 Nay
Party YeaNayPresentNot Voting
Republican 12000
Democrat 5000
Unaffiliated 1000
Total 18000
% of votes cast 100%0%0%0%
How each member voted (18)
Member Party Vote
Lopez, V. — Yea
Antone, Bruce Hadley Democrat Yea
Daniels, Kimberly Democrat Yea
Gottlieb, Michael "Mike" Democrat Yea
Joseph, Dotie Democrat Yea
Rayner, Michele K. Democrat Yea
Albert, Jon Republican Yea
Berfield, Kimberly Republican Yea
Blanco, Omar Republican Yea
Borrero, David Republican Yea
Kendall, Kim Republican Yea
Koster, Traci Republican Yea
Nix Jr., Danny Republican Yea
Oliver, Vanessa Republican Yea
Owen, Michael Republican Yea
Plasencia, Susan Republican Yea
Stark, Paula A. Republican Yea
Weinberger, Meg Republican Yea

Official roll call →

Subjects

finance
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Frequently asked questions

What does HB 403 do?
Limited Liability Companies; Creates and revises provisions addressing certain domestic and foreign limited liability companies, series, and protected series, including registered series and protected series.
Who sponsors HB 403?
HB 403 is sponsored by Owen, Michael (Republican), Judiciary Committee, and Persons-Mulicka, Jenna (Republican).
What is the current status of HB 403?
This bill died with 2025 Regular Session. It reached “In Committee” and never advanced before the session ended, so it can no longer move — a new version would have to be reintroduced in the current session.
Where can I track HB 403?
Track HB 403 free on One Click Politics — get push/email alerts when it moves.

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