South Carolina Annual Report: LLCs File None, Corporations File With SCDOR
South Carolina Annual Report: LLCs File None, Corporations File With SCDOR
If you own a South Carolina limited liability company (LLC), you do not file an annual report with the Secretary of State. If you own a corporation, the annual report is not a Secretary of State filing at all. It is filed with the South Carolina Department of Revenue (SCDOR) as part of your income tax return, and it carries the corporate license fee. That split confuses most owners, so this guide covers which rules apply to your entity, when each filing is due, what it costs, and what happens if you miss it.
Disclaimer: This guide is informational content, not legal or tax advice. Filing rules, fees and deadlines can change. For anything involving your tax elections, multiple entities, or a late filing, consult a qualified attorney or certified public accountant (CPA). Confirm current requirements with the agencies linked at the end of this guide before you file.
The Short Answer by Entity Type
| Entity type | Annual report with the Secretary of State | Annual report with SCDOR | Recurring license fee |
|---|---|---|---|
| LLC not taxed as a corporation | Not required | Not required | None |
| LLC that elects corporate tax treatment (files SC1120 or SC1120S) | Not required | Required with the SC1120 or SC1120S | Yes, $15 plus $1 per $1,000 of capital stock and paid-in surplus, $25 minimum |
| Corporation | Form CL-1 filed with the articles at formation | Required as Schedule D of the SC1120 or SC1120S | Yes, $15 plus $1 per $1,000 of capital stock and paid-in surplus, $25 minimum |
The Secretary of State (SOS) handles your entity's existence. SCDOR handles your annual report, your license fee and your income tax. Missing either one can cost you the good standing of your entity, so treat both as recurring obligations for any corporation.
Why a Standard LLC Files Nothing Each Year
South Carolina does not require an LLC that is not taxed as a corporation to file an annual report, and it does not charge that LLC a corporate license fee. Your state filing cost is the one-time formation fee. The SOS charges $110 for Articles of Organization for a domestic LLC under S.C. Code Section 33-44-203, and you can file through Business Entities Online at businessfilings.sc.gov. Online filings are returned within 24 to 48 business hours. Mailed and in-person filings take longer, and the SOS does not publish a mail turnaround window.
No annual report does not mean no obligations. You still need to keep a registered agent in South Carolina under S.C. Code Section 33-44-108, file a statement of change with the SOS if that agent or office changes, and meet your federal and other tax duties. An LLC that does not elect corporate tax treatment and does not have employees or sales tax obligations may have no recurring state filings at all, but confirm that against your own facts.
Corporations: The CL-1 at Formation
A domestic corporation files its Articles of Incorporation under S.C. Code Section 33-2-102 with the SOS. The filing fee is $110. The corporation also files Form CL-1, the Initial Annual Report of Corporations, at the same time. The CL-1 carries a one-time initial license fee of $25.
The CL-1 and its $25 fee are due within 60 days of doing business or using capital in South Carolina. If your corporation was formed in another state and begins operating here, or if you start using capital in South Carolina before you file, count that 60-day window from the date you start.
The Recurring Annual Report: Schedule D With the SC1120
After the first year, the corporation's annual report is not a Secretary of State form. It is Schedule D, the Annual Report of Corporations, filed as part of your SC1120 (C corporation) or SC1120S (S corporation) with SCDOR. Directors are listed on that schedule, not in a separate SOS filing.
The due date is the 15th day of the fourth month after the end of your business year. The rule is the same for every corporation, so the calendar-year example and the non-calendar example below show how it works:
| Business year ends | Fourth month after year end | Report and license fee due |
|---|---|---|
| December 31 | April | April 15 |
| June 30 | October | October 15 |
If you use a fiscal year or have filed for an extension, confirm your exact deadline with SCDOR before you rely on these examples.
How the South Carolina Corporate License Fee Works
The recurring fee is a corporate license fee, and the formula is $15 plus $1 per $1,000 of capital stock and paid-in surplus, with a $25 minimum. Under S.C. Code Section 12-20-50, that works out to 0.1 percent of your capital and paid-in surplus plus $15. The $25 minimum applies to smaller corporations. Two examples:
- $5,000 of capital stock and paid-in surplus: $15 plus $5 comes to $20, so the $25 minimum applies and you pay $25.
- $50,000 of capital stock and paid-in surplus: $15 plus $50 comes to $65.
Many owners search for an SC franchise tax, and this is the charge they are looking for. South Carolina does not call it a franchise tax. It is the annual corporate license fee, and it is paid with the SC1120 or SC1120S. It is separate from corporate income tax. A C corporation pays South Carolina corporate income tax at 5 percent of South Carolina taxable income, in addition to the license fee.
Ask your CPA how the capital and paid-in surplus figures should be reported for your balance sheet before you file, since that base is what drives the fee.
LLCs That Elect Corporate Tax Treatment
An LLC gets the same corporate-style filings if it elects to be taxed as a corporation. The LLC must file Form CL-1 within 60 days of commencing business in South Carolina and pay the $25 initial license fee. Each year it files its annual report with either the SC1120 or the SC1120S, and it pays the annual license fee described above.
An LLC taxed as an S corporation files the SC1120S. An LLC taxed as a C corporation files the SC1120. The state does not treat an LLC's tax election as a reason to skip the license fee. Because the CL-1 route for an LLC is less common than for a corporation, confirm with SCDOR where the CL-1 should be sent for your LLC before you file it.
What Happens If You Miss the Deadline
A corporation or LLC that stops filing its required SCDOR annual report can be administratively dissolved by the Secretary of State. Administrative dissolution means the state treats the entity as no longer in good standing, and your liability protection and your ability to sign contracts in the entity's name can be affected.
Reinstatement depends on the cause. If the dissolution is tax-related, you need a Certificate of Tax Compliance from SCDOR before the entity can be reinstated. Get that certificate first, and plan for the extra time it takes. Do not assume that catching up on the SOS paperwork alone will restore good standing.
Local Business Licenses Are a Separate Requirement
South Carolina has no general statewide business license. Your SOS filing does not count as one. Most cities levy a local business license tax, and only nine counties do so: Beaufort, Charleston, Dorchester, Horry, Jasper, Marion, Orangeburg, Richland and Sumter. Local licenses run on a May 1 to April 30 license year, and they are due April 30. Renew them at localblrenewal.com, and confirm with your city or county whether you owe one.
Other licenses come from different agencies. Sellers of tangible goods need an SCDOR retail license, a one-time nonrefundable $50 fee per location. Retail food permits are issued by the South Carolina Department of Agriculture, not DHEC, which was split in 2024. Contractors face state licensing thresholds that start above $10,000 for commercial work and above $500 for residential specialty registration. Confirm these with the relevant agency before you start work.
Annual Report Checklist
- Identify your entity's tax classification. A standard LLC has no recurring state filing. A corporation or an LLC that elects corporate tax treatment does.
- Set your business year end. Use it to calculate the 15th day of the fourth month after year end.
- Prepare the SC1120 or SC1120S with Schedule D. List your directors on Schedule D.
- Calculate the license fee. Use $15 plus $1 per $1,000 of capital stock and paid-in surplus, with a $25 minimum.
- File and pay by the due date. Keep proof of filing and payment in your records.
- Check your local license renewal. If your city or one of the nine counties requires one, renew it by April 30.
Official Resources
- South Carolina Secretary of State, Business Entities: sos.sc.gov/online-filings/business-entities
- Business Entities Online filing portal: businessfilings.sc.gov
- Business entity search: businessfilings.sc.gov/BusinessFiling/Entity/Search
- South Carolina Department of Revenue (SCDOR): dor.sc.gov
- Local business license renewals: localblrenewal.com
- South Carolina Small Business Development Centers (SC SBDC): scsbdc.com
When to Get Professional Help
A standard LLC with no tax election can usually handle its state paperwork on its own. A corporation, an LLC with a corporate tax election, an entity with multiple owners or capital changes, or any business that has already missed a deadline should involve a CPA for the SC1120 or SC1120S and an attorney for dissolution or reinstatement questions. This guide is informational, not legal or tax advice, so use it to prepare your questions, then confirm the answers with the professionals and agencies above.