New Mexico LLC asset protection: the law that never passed

In 2026 you can find compliance platforms stating, as settled fact, that New Mexico adopted the Revised Uniform Limited Liability Company Act effective July 1, 2024, complete with a new triennial report. It did not. The bill was House Bill 281, introduced in 2023, and it died in a House committee that February without ever reaching a floor vote. The pages telling you otherwise are citing the bill’s fiscal impact report, a document the legislature writes for every bill, including the ones that die three weeks later.

The New Mexico recodification you will read about on compliance sites never happened. The bill died in committee in February 2023.

This matters beyond the correction. New Mexico has now tried to adopt the uniform act three times, in 2015, 2017, and 2023, and failed all three times. The law that governs every New Mexico LLC is the Limited Liability Company Act of 1993, Chapter 53, Article 19 of the New Mexico statutes, and it is one of the weakest charging order statutes in the country. If someone sold you a New Mexico LLC as a Wyoming-grade asset protection vehicle, they were wrong before the phantom recodification and they are wrong after it.

You can check this yourself in two clicks. The legislature’s bill finder shows HB 281’s status as died, postponed indefinitely. The compilation’s history line under Section 53-19-35 still reads Laws 1993, chapter 280. The day either of those changes, this page changes.

What the 1993 statute actually gives a creditor

Section 53-19-35 is three sentences long. A judgment creditor of a member can apply to a court to charge the member’s interest with payment of the judgment. To the extent charged, the creditor gets no more rights than an assignee of the interest would have under Section 53-19-32, which means the right to receive distributions and returns of capital, nothing else. The member keeps the benefit of any exemption laws.

A New Mexico charging order gives the creditor an assignee’s rights to distributions. Nothing in the statute says that is all a court can do.

Read what is not there. There is no sentence making the charging order the exclusive remedy. There is no sentence addressing foreclosure, in either direction. There is no sentence about receivers, single-member companies, or equitable remedies. Compare the states that mean it: Wyoming, Texas, and Ohio wrote express exclusivity and foreclosure bars into their statutes. New Jersey amended its act in 2013 specifically to bar foreclosure. New Mexico wrote a charging order and stopped typing.

The silence is louder than it looks

Here is the detail that should end the debate about whether the omission was an accident. New Mexico’s partnership statutes contain exclusivity language. Section 54-1A-504(e) of the partnership act says the charging order is the exclusive remedy by which a judgment creditor may satisfy a judgment out of a partner’s transferable interest. The limited partnership act has a parallel provision. The legislature knows how to write that sentence. It wrote it twice, for two other entity types, and left it out of the LLC act.

New Mexico wrote charging order exclusivity into its partnership statutes and left it out of the LLC act. Courts notice that kind of silence.

This is the same drafting pattern as California, and it invites the same argument: when a legislature includes a protection in one statute and omits it from a neighboring one, courts read the omission as intentional. A creditor’s lawyer in a New Mexico collection case does not have to invent anything. The comparison is sitting in the code.

Single-member LLCs: the statute answers a different question

The act permits single-member LLCs and even confirms that ones formed before July 1, 1999 are lawful. What it never does is say what a creditor can take from one. There is no Wyoming-style sentence extending charging order protection to single-member companies, and no Florida-style carve-out exposing them. With no exclusivity clause for anyone, the single-member question barely needs its own answer here: the Olmstead logic that unravels single-member protection elsewhere has even less standing in its way in New Mexico.

Two wrinkles in the old act cut further against the solo owner. First, Section 53-19-8 requires the articles of organization to state, on the public record, whether the company may operate as a single-member LLC. The state that hides your name still flags your structure. A creditor reading the file learns the one fact that matters most to their remedies strategy. Second, Section 53-19-38 dissociates a member who files bankruptcy or makes an assignment for creditors, unless the operating agreement says otherwise. Montana carries the same older-generation default, and the same unresolved question rides along: whether federal bankruptcy law preempts that automatic dissociation. Flag it for your lawyer; do not assume either answer.

New Mexico’s public record hides the member’s name but discloses whether the company can be single-member. That is the fact a creditor wants most.

More on how the single-member question plays out across all fifty states is in the single-member LLC guide.

Your New Mexico LLC follows you home

The most persistent sales pitch for New Mexico LLCs is aimed at people who do not live there: form in New Mexico, hold assets anywhere, enjoy the privacy. The privacy part survives scrutiny. The protection part does not, for a reason that has nothing to do with New Mexico. A membership interest is intangible personal property, and for collection purposes it generally sits where its owner lives. A Texas court enforcing a judgment against a Texas resident applies Texas procedure to a New Mexico interest, the same way a New York court took an entire Delaware LLC in 2024 without Delaware’s statute ever entering the case.

Charging order protection is not an export product. Your home state’s law follows your interest, and New Mexico’s weak statute is the floor, not the ceiling.

With New Mexico, the portability problem runs in the debtor’s favor for once: it is hard to do worse than a statute with no exclusivity clause. But it means the out-of-state buyer is paying for protection that was never in the box. The full doctrine is on the charging order page.

The tools outside the entity

New Mexico’s non-entity toolbox is thin. The homestead exemption is $60,000 per person, $120,000 for a married couple on a jointly owned home. Real money, and double what it was a decade ago, but a different universe from the unlimited homesteads of Texas and Florida or South Dakota’s uncapped protection. New Mexico is a community property state, which means no tenancy by the entireties; the marital-property shield that protects a North Carolina couple’s home from one spouse’s creditors does not exist here. Section 53-19-35 itself preserves whatever exemptions apply to the membership interest, a small mercy the statute grants and the exemption schedules mostly fail to fund.

New Mexico gives you a $60,000 homestead, no entireties, and a weak charging order. The asset protection case was never the real case.

What New Mexico is actually for

Strip away the false advertising and an honest use case remains. New Mexico is the cheapest genuinely private formation state in the country: $50 once, no recurring report, no member or manager names on file. For a passive holding entity whose owner understands that the privacy is the product and the protection is roughly whatever their home state provides, that trade can make sense. The structure and cost of that trade, including the places the anonymity has edges, is the subject of the structure page. What New Mexico is not, and never was, is an asset protection jurisdiction. The states that are have statutes that say so.

If New Mexico ever passes the uniform act

Three failed attempts suggest a fourth is possible, so here is the map in advance. The dead 2023 bill carried the uniform act’s Section 503, which grants exclusivity but permits foreclosure of the charging lien when distributions will not pay the judgment in a reasonable time. That is the Illinois pattern: a middle-tier statute, better than today’s, well short of Wyoming. The same bill would have created a triennial report and required existing LLCs to opt in before the new act governed them, meaning legacy companies would have stayed under the 1993 act until they elected otherwise. If a future bill passes, expect the tier to move from weak to middle, expect a report requirement, and re-verify the privacy position against whatever disclosure the enacted version demands. The check is always the same two clicks: the bill finder, and the history line under 53-19-35.

If a future legislature passes the uniform act, New Mexico moves from weak to middle tier, and not one inch further.

The bottom line

New Mexico did not adopt the Revised Uniform LLC Act; the 2023 bill died in committee, and sources claiming otherwise are citing paperwork for a bill that never passed. The governing law is the 1993 act, whose charging order has no exclusivity clause and stops at assignee rights. The legislature wrote exclusivity into its partnership statutes and omitted it from the LLC act, which is the California pattern and invites the same creditor argument. Single-member status must be flagged in the public articles even though member names are not. The homestead is $60,000 per person with no tenancy by the entireties behind it. New Mexico sells privacy at the lowest price in the country; it does not sell protection, and it never did.

What this page does not cover

The operating agreement defaults, including the majority-amendment rule and the fair-market-value withdrawal right that this page’s creditors would love, are on the governance page. The privacy architecture, the single-member disclosure, and the cost of holding property through the entity are on the structure and cost page. Fees, the report that does not exist, and foreign qualification are on the filing page.

Last verified July 2026.