The South Carolina LLC Certificate of Authority

Do I Need to Register My LLC in South Carolina?

If your LLC sells retail products or services, has a physical office or storefront, or has employees located in South Carolina, you will need to officially register your business with the Secretary of State. These are the most common reasons why a South Carolina Certificate of Authority are required. If you are unsure if you need to register, you can read through the statutory code for LLCs (§33-44-1003) or seek legal counsel.

If you meet the criteria above, you need to officially expand your business into South Carolina by “foreign registering” your LLC. “Foreign” in this situation means your business was first formed in a US state or country other than South Carolina.

Our South Carolina LLC Foreign Registration service provides everything you need to started! We’ll keep your privacy as your registered agent, get an approval for your Certificate of Authority, and handle all your state and legal mail. Let’s get your LLC open for business in South Carolina!

Before Filing Your LLC Certificate of Authority

Before you fill out the Certificate of Authority application, there’s a couple things you can do first to make the process go smoothly.

1. Get a Certificate of Good Standing

A Certificate of Good Standing (aka: Certificate of Existence) is acquired from the Secretary of State’s office of your LLC’s domestic state, or “home state.” It’s a document that proves to South Carolina that your LLC is active, current and eligible to do business. Depending on which state you’re coming from, getting this document could be instantly available online or it could take a couple weeks.

The Certificate of Good Standing does have an expiration date! South Carolina will not accept a Certificate of Good Standing that is more than 30 days old. So time the order of this Certificate with when you plan on applying for the South Carolina Certificate of Authority carefully. Luckily, the South Carolina Secretary of State’s office processes these applications online in 1-2 business days (applications sent by mail can take 7-10 business days).

2. Do a South Carolina Business Name Search

Look for your company’s name by doing a South Carolina Business Name Search. Just because your unique company name is protected in your domestic state, doesn’t mean you’ll be allowed to use it in other states. Someone in South Carolina may already have a current business using a name that is the same or too similar to yours.

If your business name is not available, not to worry! You’ll just need to operate your South Carolina LLC under what’s called a “fictitious name.” This is not the same as registering a “DBA” or trade name. It is only used for a “foreign” based business whose original name is not available. At the State’s office, you’ll be registered under the LLC’s original name, but you’ll need to sell, provide services, advertise and in all ways operate your business under the fictitious name in South Carolina.

3. Get a Registered Agent Address

South Carolina requires all business entities to have a registered agent address on state record at all times. This address must be a real physical address in South Carolina (no virtual addresses, PO Box, or out-of-state addresses are accepted). The name and physical address of your registered agent will also be public record, available for anyone to see.

You may not have a South Carolina physical address that you can use if you’re a newly foreign registering business. Or, you may have friends and family here who are not interested in being responsible for receiving your company’s state and legal mail (annual report reminders, being served lawsuit documents, bucket loads of junk mail and ads, etc.) This is where hiring a registered agent service comes in handy.

Not only do we guarantee receiving all your important business mail, we’ll give you immediate access to our address so you can keep yours private and off public record. All the mail we receive for you is uploaded within 24 hours to your private account, and you can view it anytime from your phone or computer.

Applying for the South Carolina LLC Certificate of Authority

Once you have your domestic Certificate of Good Standing/Existence, double-checked your company name availability, and chosen a registered agent, you’re now ready to jump into the application for the South Carolina LLC Certificate of Authority.

Create an Account/Login with the South Carolina Secretary of State

To complete filings, submit documents, and keep track of your business status, you’ll need to create an account with the South Carolina Secretary of State. The email address you provide is especially important because that is where the state will send your Certificate of Authority once it’s approved. After verifying you have access to the email you provided, you’ll be asked to officially login and complete your security questions.

Begin the Application for the Certificate of Authority

Once you’ve completed the login process, you’ll be presented with the following options:

New Business	For creating new Domestic entities & for registering new Foreign entities
Existing Business	For investigating public information on existing businesses, and for filing documents for your own business
Document Request	For requesting hard or digital copies of your business documents, or the documents of other businesses in South Carolina
Agent Search	For finding information on different registered agents in South Carolina
Paper Forms	For submitting filings by mail instead of online, download the PDFs here

To move forward with the Certificate of Authority application, click the “New Business” option.

1. Perform an entity name search to make sure your LLC name is available.
   • If your name is available, click “Add New Entity” to continue
   • If a list of other businesses pops up, this means there are other active businesses with a similar name. The State’s office will conduct a manual review of your application. If they determine your company name is “deceptively similar” to another business name, your application will be rejected and you’ll need to submit a “Fictitious Name” filing to complete your registration.
   • If a yellow flag pops up that says your name is “currently being used” (NOT available), click “Add New Entity” anyway and choose to have the Fictitious Name application added to your order.
   • Choose “Foreign Entity” and select “Limited Liability Company” from the business type list, click “Start Filing.”
2. Submit your contact information
   • This information will complete your online account with the Secretary of State. The information you enter here is only available to the State’s office, it is not shared publicly.
3. Complete your LLC entity information
   • Entity name– name of your entity in your domestic state as it appears on state record
   • State or Country Organized– your home State or country, where your LLC was first created
   • Registered agent name and address– must be a physical address in South Carolina
   • Principle office address– can be in South Carolina, or it can be your domestic LLC address in your home State
   • Designated Office address– needs to be a physical address in South Carolina (many choose to use their registered agent office address here)
   • Member and/or Manager information
   • Company Term– if you plan on being active in South Carolina indefinitely, skip this section. If you plan on being active for only a specific amount of time, you can enter a termination date for your entity
   • Authorized Signature: This is the information of the person or filing service authorized to submit this application, often referred to as the “Organizer”
4. Upload Certificate of Existence by clicking the “Upload” button to the right
   • must be a PDF
   • file size must be smaller than 2MB
   • limit of 5 files per application
5. Optional: Complete the “Fictitious Name” Application if your business name was not available. Click the “Start” button to the right to begin the application and have the $2 fee added to your order total
6. Optional: CL-1 Form is only for corporations or LLCs being taxed as corporations (C-Corp or S-Corp tax election has already been approved by the IRS for your domestic LLC). If you do not have a special corporate tax election for your LLC, just click “Save & Continue.”
7. Optional: Document Request Options- You will receive a non-certified copy of your Certificate of Authority via email when it’s approved by the state. If you’d also like certified copies, you can add them to your order here. You can also order them later through your account.
8. Pay the state fees, $125 total. The price breakdown is below:
   • $110 for the Certificate of Authority
   • $15 Service Fee* SC.GOV (online Portal Administration Fee)
9. Add $4.50 to the above total if you added the Fictitious Name application to your order:
   • $2 (Fictitious Name application fee, Optional)
   • $2.50 (Service Fee* SC.GOV)

The State’s office may take 1-2 business days to review and process your Certificate of Authority application. Once approved, you will receive an email from from the Corporations Division of the South Carolina Secretary of State with your LLC’s Certificate of Authority attached.  Once your LLC is legal to do business in the state, there may be further licensing required at the county and/or city level.

Our Expert Foreign LLC Filing Service

We work with the state and perform these filings all day, every day. We know the state requirements by heart and will get your LLC registered quickly and correctly. Below is a breakdown of everything included in our LLC Foreign Registration package for $274:

• $125 South Carolina LLC Foreign Registration fee
• $100 Our filing processing fee
• $49 Registered Agent Service for 1 year
• FREE Operating Agreement (optional)
• FREE Secure Online Portal with 24/7 access
• FREE South Carolina Forms Library for all your state filing needs

The only fee not listed above is for the Certificate of Good Standing/Existence from your home state. We will order that for you for just the state fee, no additional cost! If you already have a fresh certificate dated within 30 days of your order, you can email it to us and avoid paying for another one. It is our mission to make expanding your business as quick and painless as possible!

Business Licensing in South Carolina

While South Carolina does not require businesses to obtain a state level general business license, you may need to acquire an Occupational Business License depending on what kind of work you do. Some occupational examples are: Accounting, Dentistry, Pharmacy, and Massage Therapy. Visit the Department of Labor Licensing & Regulation to see a full list of occupations that require special state level licensing.

South Carolina leaves all general business licensing at the local government level – to the counties, cities, and incorporated towns. To make sure your business has all the local level licensing it needs, check out the South Carolina Business One Stop business licensing page. Chances are, your business will need a local business license at one level or another depending on where your business is physically located and where onsite services are conducted.

Maintaining Good Standing in South Carolina

As long as your LLC is not taxed as an S-Corp or C-Corp, then no annual report is due to the state. These are special tax elections business owners can apply for with the IRS. If your LLC is still taxed under the default IRS tax status of “disregarded entity,” then your LLC does not have to file an annual report with the state.

The only thing left is to make sure you pay your taxes in South Carolina each year. State income tax, Sales and Use tax, local South Carolina taxes, to name just a few! Seeking the services of a good business accountant in South Carolina for at least your first year is the smart move. They will help make sure you’re not missing any tax payments that could cause you trouble later.

FAQ for South Carolina LLCs

Still have a few questions? If the information you’re looking for isn’t found below, give us call at (843) 414-9661 anytime during normal business hours. Our South Carolina business experts are standing by to help!

Is my information public record in SC?

No. South Carolina is what’s called a “private state” for businesses. This means that your LLC members and managers will not be listed on the Secretary of State’s business search website for public viewing. However, copies of your Articles of Organization/Certificate of Authority can be ordered by the public for a fee. The only names that appear on those documents are the names and addresses of the “organizers”, the people who filled out and submitted those documents to the state, and LLC managers if your LLC is “Manager Managed.”

What if I need to make changes to my Foreign LLC?

If you need to make changes to your company name or the list of LLC Managers, you can file an Amendment with the state. If you just need to update the members of your LLC, no state filing is required! You just update your Operating Agreement to add or remove members.

If you need to update your Registered Agent information, or the principle address or mailing address, you would file a “Notice of Change of Designated Office or Agent for Service of Process, or Address of Agent – Limited Liability Company” with the Secretary of State’s office.

What if my Foreign Registration application gets rejected?

The #1 reason why applications for foreign registration are rejected is because of issues with the LLC name being the same as, or too similar to, a business name already active in South Carolina. If this happens, the state will contact you and ask you to submit a “Fictitious Name” application, cost $4.50. After that is reviewed and approved, your Certificate of Authority will be emailed to you.

Why do I need a “Fictitious Name”?

You would need to submit a Fictitious Name application only if your Foreign LLC name is already in use in South Carolina, or if the state deems your company name is too similar to one already in use.

Do I need a South Carolina business license?

You will not need a General Business License issued from the State, however you will more than likely need a county, city, or town business license in South Carolina. The state has turned over all licensing responsibilities to local governments. You should contact the county where your business is located or operated to make sure you have all the licensing and permits required.

Are LLCs required to file an Initial Report or Annual Report in South Carolina?

No, LLCs taxed under the IRS default setting of “disregarded entity” are not required to file an initial or annual report. If you applied to the IRS to be taxed as an S-Corp or C-Corp, then yes your LLC would need to file an initial report with the application for formation or foreign registration, and an annual report each year after that.

What if I need to close my business in South Carolina?

You would need to file the Articles of Termination with the state to officially close your LLC. The cost to file is only $10 and takes the state about 2 business days to process. You will not need to get a tax clearance letter from the Department of Revenue, but you will need to make sure you complete a final tax return in South Carolina.

How do I contact the South Carolina Secretary of State?

The South Carolina Secretary of State contact information:

Physical Address	Edgar Brown Building 1205 Pendleton Street Suite 525 Columbia, SC 29201
Mailing Address	Corporations Division P.O. Box 11350 Columbia, SC 29211
Phone Number	803-734-2158
Fax Number	803-734-1614