South Carolina Foreign Registration › Yearly duties
The yearly filings of a South Carolina foreign LLC and corporation
Authorized in South Carolina, a foreign LLC pays the Secretary of State nothing yearly and files no annual report, while a corporation's license fee starts at $25. The yearly cost sits with the Department of Revenue, and only for entities taxed as corporations.
Who files what each year
| Entity | With the Secretary of State | With the Department of Revenue |
|---|---|---|
| LLC taxed as a partnership or disregarded | Nothing | Nothing under the corporate license fee |
| LLC taxed as a corporation | Nothing | Annual report and corporate license fee |
| Business corporation | Nothing | Annual report and corporate license fee |
| Limited liability partnership | Renewal of registered status | Per its own tax |
The Department of Revenue statute covers every foreign corporation qualified in South Carolina and any other corporation required to file income tax returns.
The corporate annual report
The report is due on the fifteenth day of the fourth month after the close of the tax year. An extension of the report does not extend the date for paying the license fee. The report goes to the Department of Revenue.
The license fee
The license fee is computed on capital stock and surplus and cannot fall below $25. Pay it by the original due date of the report.
Why the LLC has no report
The LLC Act lists the filing fees a foreign LLC meets and none of them is annual. So an LLC has no yearly filing with that office. The Department of Revenue statute reaches an LLC only when it is required to file corporate income tax returns.
What a missed corporate report leads to
A foreign corporation that does not deliver its annual report to the Department of Revenue when due is a ground for revocation of its certificate. So are unpaid franchise or other taxes. The corporation has 60 days from the notice to fix the ground, and may apply for reinstatement afterward with a tax-paid certificate.
Staying in good order anyway
Even without a yearly report, an LLC has two duties: keep an agent for service and a designated office, and tell the Secretary of State when the agent's name or business address changes. Failing either is a ground for revocation.
Examples
A Georgia LLC taxed as a partnership files nothing yearly with the Secretary of State, and the corporate license fee does not reach it. A Tennessee LLC that elected to be taxed as a corporation files an annual report with the Department of Revenue by the fifteenth day of the fourth month after the close of the tax year and pays the license fee of at least $25. A Delaware corporation does the same.
A yearly checklist
Check that the agent still takes papers at the South Carolina address and that the designated office is current. An entity taxed as a corporation files its report and pays the license fee by the original date; a limited liability partnership renews its registered status. Changing the agent or office costs $10, and a lapse in keeping an agent can lead to revocation. Run this check once a year, whatever the entity.
If the Department of Revenue reports a missed return
The Secretary of State must begin revocation of a foreign corporation's certificate when the Department of Revenue says a required tax return was not filed within sixty days of its notice. The corporation can then correct the problem and apply for reinstatement.
Who files
An authorized officer or representative signs the Department of Revenue report. The Secretary of State's rules require nothing of an LLC each year, so nobody files for it there.
Why the Department of Revenue, not the Secretary of State
South Carolina collects the corporate license fee through the tax code and ties it to the annual report, so the report goes to the revenue agency. The Secretary of State handles the formation side: certificates, agents and revocations.
Yearly filing questions
Do I need an annual report for my South Carolina LLC?
Not with the Secretary of State.
When is the corporate report due?
On the fifteenth day of the fourth month after the close of the tax year.
What is the minimum license fee?
$25.
Does an extension move the license fee date?
No. The fee is still due on the original date.
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
- S.C. Code Title 12, Chapter 20, corporate license fee and annual report
- S.C. Code Title 33, Chapter 41, partnerships and limited liability partnerships
- S.C. Code Title 33, Chapter 15, foreign corporations
Opening in South Carolina?
Order now and the certificate is timed to the filing day.