How to Form an LLC in South Carolina
South Carolina Secretary of State – Business Filings
1205 Pendleton Street – Suite 525
Columbia, SC 29201-3745
Statutory Authority: Uniform Limited Liability Company Act of 1996 — S.C. Code Ann. § 33-44 (2012)
South Carolina LLC General Filing Instructions
1. Confirm availability of company name and reserve if necessary.
2. Complete the “Articles of Organization.”
3. Submit the completed documents, along with a photocopy, your filing fees, and a self-addressed stamped envelope, to the South Carolina Secretary of State.
South Carolina Articles of Organization
The following information is legally necessary and sufficient to form a limited liability company in South Carolina:
1. Company name
2. Principal office address
3. Registered agent name and address
4. Name and address of each organizer
5. If managed by managers, list names and addresses
6. If one or more members are to be liable for its debts, check the box
7. Effective date if other than date of filing
8. Optional provisions
9. Organizer signature and date
South Carolina LLC Fee Schedule
Application to Reserve Limited Liability Company Name: $10.00
Articles of Organization: $110.00
Application for a Certificate of Authority to Transact Business: $110.00
Certified Copy: $3.00 plus $.50 per page
Annual License Fee: $10.00
Articles of Termination: $10.00
Your company name must end with a limited liability company designator. In South Carolina the specific limited liability company designators are: “Limited Liability Company” “Limited Company” “L.L.C.” “LLC” “L.C.” “LC” “Ltd. Co.”
Conduct an entity name search on the South Carolina Secretary of State’s website to confirm the availability of your company name.
If the name you want if available you can reserve it for 120 days by filing an “Applicable to Reserve Corporate Name” and paying a name reservation fee of $10.00. NOTE: Reserving your company name is optional.
The registered agent maintains a physical presence in the state to accept service of process, annual report notices, and other communications directed to the company and to forward the same to the company to which the service, notice, or communication is directed.
South Carolina requires that every business entity have and maintain a registered agent in the state. The registered agent may be either a South Carolina resident or active South Carolina business entity that has a South Carolina street address and consents to accept legal papers on your company’s behalf. Post office boxes and commercial personal mailboxes are not acceptable.
NOTE: Your company should not serve as its own registered agent. You can, however, personally serve as registered agent provided you are a South Carolina resident and have a South Carolina street address.
The state provided forms ask for and specify what is legally sufficient and necessary to form a South Carolina limited liability company. Nevertheless, South Carolina permits you to add other provisions to your Articles of Organization as an attachment.
The most common optional provisions are the following:
☐ Management of a limited liability company by designated managers
☐ Appointment of managers by a designated member or group
☐ Indemnification of members
☐ Indemnification of managers
☐ Right to admit new members
☐ Right to continue upon dissolution of dissociation
Post Formation and Ongoing Compliance
1. Draft and adopt an operating agreement.
2. Obtain a federal employer identification number by completing IRS Form SS-4.
3. If electing alternative tax entity filing status complete IRS Form 8832.
4. Open company bank account.
5. Create and maintain company records book.
Registering as a Foreign Entity
1. Complete the “Application for Certificate of Authority by a Foreign Limited Liability Company to Transact Business in South Carolina.”
2. Attach an original certificate of existence no more than 30 days old from the official state of jurisdiction where the corporation is incorporated.
3. Submit the completed documents, along with a photocopy, the filing fee, and a self-addressed stamped envelope, to the South Carolina Secretary of State.
Dissolving a South Carolina LLC
1. Complete the “Articles of Termination.”
2. Submit the completed document, along with one copy, a self addressed stamped envelope, and the filing fee, to the South Carolina Secretary of State.