South Carolina Foreign Registration › Delaware LLCs
Delaware LLC authorization in South Carolina
A Delaware LLC pays South Carolina $110 to apply and Delaware $50 for the certificate, $160 on day one. After that the only yearly bill is Delaware's $400 tax, because South Carolina asks nothing annual of an LLC. Authority plus Delaware's tax in the first year is $510.
Delaware and South Carolina compared
| Item | Delaware | South Carolina |
|---|---|---|
| Yearly charge | $400 tax | None to the Secretary of State |
| Due | June 1 | Not applicable |
| Late charge | $200 penalty and interest | Not applicable |
| Home paper | Certificate at $50 | No more than 30 days old |
| Original filing | Already formed | $110 application |
| Agent | Delaware registered agent | South Carolina agent for service |
A Delaware LLC taxed as a corporation would add the South Carolina corporate license fee, paid to the Department of Revenue.
Completing F0008 for a Delaware LLC
Delaware is entered as the state of formation. The business can be run from anywhere, and that location is the principal office; the South Carolina address is the designated office; and the agent is a South Carolina resident or an authorized entity. The Delaware operating agreement says whether managers or members run the LLC, and the form follows it.
The Delaware certificate
Delaware charges $50 for a certificate of good standing. What South Carolina asks for is an original existence certificate, or a comparable record, authenticated by the Delaware official and dated within 30 days of the application.
Changing the filing later
An amended certificate of authority costs $110, and a statement changing the designated office or agent costs $10. If a name change makes the Delaware name unavailable here, the LLC adopts a compliant name and obtains the amended certificate before using it. Both fees go to the Secretary of State and are separate from Delaware's own charges.
Delaware upkeep
Delaware's annual tax of $400 is due June 1; a late payment carries a $200 penalty.
The South Carolina tax step
Applying submits the LLC to the Department of Revenue's jurisdiction on tax, without admitting liability. A Delaware LLC taxed as a corporation files an annual report and pays the corporate license fee to the Department of Revenue.
Year one in numbers
South Carolina's application is $110. Delaware's certificate adds $50, for $160 together. Delaware's annual tax of $400 raises the first-year total to $510 counting only the application and the tax. In later years only Delaware's tax recurs.
A worked example
Think of a one-member Delaware LLC selling equipment out of a Florence warehouse. Its application gives Delaware as the home state, lists the warehouse as the designated office, names a Florence resident as agent, and describes member management with no fixed term. The Delaware certificate is ordered so it is under 30 days old on filing day, and two copies go in with $110.
If the name is taken in South Carolina
A Delaware name that clashes with a South Carolina name is replaced in South Carolina by a fictitious name, adopted by the members or managers by resolution and filed on Form F0022 for $2.
Corporations and nonprofits from Delaware
Form F0002 is the form for a Delaware corporation, at $110 plus the license fee; a Delaware nonprofit pays $10.
When the Delaware LLC winds up
Cancel the South Carolina authority on Form F0054 for $10, after closing the Department of Revenue accounts.
A Delaware LLC taxed as a corporation
An LLC that has elected corporate tax treatment reports to the South Carolina Department of Revenue by the fifteenth day of the fourth month after the close of the tax year and pays a license fee of at least $25, on top of Delaware's tax.
The South Carolina agent
Leave the Delaware agent as it is. A second, local one is needed: an individual resident of South Carolina, a domestic corporation, another limited liability company, or a foreign corporation or foreign company authorized to do business in the state, with a street address in South Carolina.
Delaware formation date
The certificate carries the formation date, and F0008 should agree with it.
Applying for a Delaware LLC in South Carolina
Check Delaware standing
Delaware should list the LLC as current.
Test the South Carolina name
If it is taken, adopt a fictitious name.
Name the agent
Someone entitled to serve at a South Carolina street address.
Order the Delaware certificate
Timed to be under 30 days old at filing.
Sign and file
Two copies of F0008 and $110.
Delaware LLC questions
Does South Carolina accept a Delaware certificate?
Yes, an original certificate of existence under 30 days old and authenticated by the Delaware official.
Does my Delaware agent also serve South Carolina?
Only if that agent is itself authorized to do business here and has a South Carolina street address.
Will South Carolina want a yearly report from my Delaware LLC?
Not from the Secretary of State.
What you pay
Apply in South Carolina
- Form F0008, drafted from your answers
- Your home certificate, timed to stay inside the thirty-day limit
- A South Carolina agent for service, ours or the one you name
- The filed application, copied back to you
- Renewal: after the first year, the agent service renews at $149 a year
$199
+ $110 South Carolina fee
Apply in South CarolinaFor an LLC, $110 goes to the Secretary of State and is billed apart from our charge; corporations and others are covered on their own pages. $199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.
Sources
- Form F0008, application for a certificate of authority (foreign LLC), with filing instructions
- S.C. Code Title 33, Chapter 44, Uniform Limited Liability Company Act
- South Carolina Secretary of State, FAQs about business entities
- S.C. Code Title 33, Chapter 1, general provisions, fees and taxes
- Form F0002, application by a foreign corporation for a certificate of authority
- S.C. Code Title 33, Chapter 31, nonprofit corporations
- South Carolina Business Entities Online
- Delaware Division of Corporations fee schedule (PDF)
- Delaware Division of Corporations, LLC/LP/GP annual tax
- Form F0039, application for an amended certificate of authority (foreign LLC)
- S.C. Code Title 33, Chapter 15, foreign corporations
- S.C. Code Title 12, Chapter 20, corporate license fee and annual report
- Form F0022, adopting a fictitious name
- Form F0054, foreign LLC certificate of cancellation of authority
Opening in South Carolina?
Order now and the certificate is timed to the filing day.