How to Dissolve an LLC in South Carolina: Forms and Fees

South Carolina LLC termination at a glance

South Carolina keeps closing cheap: every closing form on the Secretary of State's list costs $10 (SC Secretary of State). The name of the LLC form differs from what most owners search for. The state's Business One Stop site gathers the closing form for each entity type alongside the tax and unemployment steps (SC Business One Stop), which makes it a useful checklist. The general steps are in how to dissolve an LLC.

Source: SC Secretary of State: Downloadable forms (closing a business)

Steps to dissolve an LLC in South Carolina

South Carolina spreads the closing across three agencies: the Secretary of State for the entity, the Department of Revenue for tax accounts and the Department of Employment and Workforce for unemployment insurance. In order:

• Approve the dissolution under the operating agreement and record the date.
• Wind up: collect receivables, sell or distribute assets, and pay or provide for creditors.
• Close SCDOR accounts (sales tax, withholding and others) online in MyDORWAY or on paper with Form C-278 (SC Business One Stop).
• Update the SCDEW unemployment insurance account in SUITS or on Form UCE 101S.
• File the final state and federal returns for the year the LLC closes.
• File the Articles of Termination with the Secretary of State.
• Cancel county or city business licenses, which South Carolina issues locally.

Filing Articles of Termination with the Secretary of State

The Secretary of State describes the LLC's Articles of Termination simply: the form should be used to terminate the legal existence of the LLC, and the fee is $10 (SC Secretary of State). You can download the paper form, or file through Business Entities Online, which the office says provides faster processing and lets you save the filing and correct errors until it is accepted. The paper version is form F0045. It is filed by an LLC that has already dissolved and completed its winding up, and asks for the LLC's name, the date its articles of organization were filed and the date of dissolution (form F0045).

There is no separate "articles of dissolution" for a South Carolina LLC on the closing forms list. People searching for one usually need the Articles of Termination; the Articles of Dissolution on that list are for corporations. The Secretary of State does not publish a fixed processing time for terminations on the pages we read.

This guide is general information, not legal or tax advice. Fees and forms change: confirm them with the agency before you file, and ask an attorney or accountant about your situation.

Source: SC Secretary of State: Downloadable forms (closing a business)

SCDOR and SCDEW accounts to close

South Carolina's Business One Stop puts the tax steps in one place (SC Business One Stop). Retail licenses, sales tax, withholding and other SCDOR accounts close online at MyDORWAY or on paper with the C-278 Account Closing Form. The unemployment insurance account belongs to the Department of Employment and Workforce, where changes go through the SUITS portal or Form UCE 101S, the Employers Report of Change.

The Secretary of State's list of closing forms does not include a tax clearance for an LLC's termination. That does not make the LLC's tax accounts go away: an SCDOR account left open keeps expecting returns. Federally, a multi-member LLC taxed as a partnership files a final Form 1065 for the year it closes.

Source: SC Business One Stop: Changing or closing a business

Dissolving a South Carolina corporation: the order matters

For corporations, SCDOR sets the sequence. A domestic corporation must file Articles of Dissolution with the Secretary of State to close the business, and SCDOR says not to file the final return until the corporation has been dissolved or withdrawn (SCDOR). A final return filed first is not accepted as final. The License Fee is not generally required on a final return, because it is paid a year in advance.

Closing partway through the year means a short period return. SCDOR's own example: a corporation with a December year end that closed on March 15 files a short period return from January 1 through March 15 (SCDOR). Time the dissolution filing with your accountant so the final return covers the right dates.

If the board changes its mind, South Carolina lets a corporation file Articles of Revocation of Dissolution within 120 days of filing the Articles of Dissolution (SC Secretary of State). Federally, a corporation that adopts a plan to dissolve files Form 966 (IRS). More in how to dissolve a corporation.

Source: SCDOR: Corporate FAQs

Administrative dissolution and reinstatement in South Carolina

The Secretary of State can dissolve an LLC that is in forfeiture, for example for failing to pay a fee, tax or penalty. Reinstatement costs $25, but the window is short: LLCs must file for reinstatement within two years of the administrative dissolution, while a business corporation may reinstate at any time (SC Secretary of State FAQ).

When the dissolution came from a missed tax return, the Department of Revenue is involved. Once the business is back in compliance, DOR issues a Certificate of Tax Compliance that must accompany the reinstatement application. For a corporation, SCDOR's request for that certificate is Form C-268, with a $60 non-refundable fee (SCDOR).

Source: SC Secretary of State: FAQs about business entities

Withdrawing a foreign LLC from South Carolina

An LLC formed in another state does not terminate in South Carolina. It files a Certificate of Cancellation of Authority to Transact Business, $10, which cancels its certificate of authority when it no longer wishes to conduct business in the state (SC Secretary of State). A foreign corporation files an Application for Surrender of Authority to Do Business, also $10, and then its final SCDOR return. Dissolve the company in its home state separately if it is closing there too.

Source: SC Secretary of State: Downloadable forms (closing a business)

What to keep from a closed South Carolina company

Keep the filed Articles of Termination, the SCDOR closing confirmations and the final returns. Payroll records should be kept for at least 4 years after the tax is due or paid (IRS). business records after closing has a fuller list.

Pull exports from cloud tools while the accounts are still active, using export company records before closing as a guide.

Then look at what the exports contain. Years of customer emails, repair tickets, quotes or code can be worth licensing to AI developers if personal data is removed and the company owns the rights. selling company data after closing covers that process without assuming any particular buyer.

Closing the company? Before you cancel software or delete files, find out whether its records are worth licensing: years of tickets, work orders, email and code can be. Get a free estimate of what your records could be worth.