Unlike many states that require a universal “Annual Report” with the Secretary of State, South Carolina’s compliance requirements vary significantly by entity type. For some entities, the primary state-level compliance is through annual tax filings with the Department of Revenue, which also serves to maintain good standing. Other entities may have biennial reports or specific annual filings with the Secretary of State.
Why is it important to comply? Maintaining good standing with the State of South Carolina is crucial for your entity’s legal operation. Failure to comply with these filing requirements can lead to penalties and negative consequences, including:
Loss of Good Standing: Your entity may lose its “good standing” status with the state.
Forfeiture of Name Rights: For some entities (e.g., LLPs), failure to file required reports can result in the forfeiture of your exclusive right to your entity’s name.
Administrative Dissolution/Revocation: If tax returns or other required filings are repeatedly missed, the South Carolina Department of Revenue or Secretary of State may take action to administratively dissolve a domestic entity or revoke a foreign entity’s authority to transact business.
Loss of Liability Protection: For LLCs and corporations, administrative dissolution can lead to the loss of personal liability protection for the owners and managers, potentially exposing personal assets to business debts and lawsuits.
Inability to Conduct Business: A dissolved or revoked status can hinder your ability to legally enter into contracts, maintain bank accounts, or defend yourself in South Carolina courts.
Tax Penalties and Interest: Failure to file tax returns or pay taxes on time will result in significant penalties (e.g., 5% per month for failure to file, up to 25%; 0.5% per month for failure to pay, up to 25%) and accrued interest.
Complex Reinstatement: Reinstatement is a time-consuming and often costly process, requiring the filing of all delinquent reports/returns and payment of all accumulated fees, penalties, and taxes.
Specific Requirements by Entity Type in South Carolina:
For Corporations (For-Profit & Professional) in South Carolina:
No “Annual Report” with Secretary of State: South Carolina does not require a separate annual report filing with the Secretary of State for corporations (domestic or foreign). Maintaining good standing is generally tied to your tax filings with the Department of Revenue.
Initial Annual Report of Corporations (Form CL-1): You are required to file this one-time report and pay a $25 initial corporate license fee within 60 days of doing business or using capital in South Carolina.
South Carolina Corporate Income Tax (South Carolina Department of Revenue – Form SC1120 or SC1120S):
Frequency: Annually.
Due Date:
C-Corporations (Form SC1120): By the 15th day of the 4th month following the close of your taxable year (e.g., April 15th for calendar year filers).
S-Corporations (Form SC1120S): By the 15th day of the 3rd month following the close of your taxable year (e.g., March 15th for calendar year filers).
Corporate License Fee (Franchise Tax): South Carolina imposes an annual Corporate License Fee (often referred to as a franchise tax) for the privilege of exercising your corporate franchise in the state. This is calculated based on capital and surplus employed in South Carolina, with a minimum fee of $75.00 for C-Corporations (or $25 for S-Corporations on initial filing for license, then generally no annual license fee for S-Corps unless minimum tax applies). This fee is reported and paid with your corporate income tax return.
Tax Rate: South Carolina taxes corporate income at a flat 5% rate.
Estimated Payments: Required if expected liability exceeds certain thresholds.
Extensions: Extensions to file income tax returns are generally available by filing Form SC1120-T (Tentative Corporate Income Tax Return). This is an extension to FILE, not an extension to PAY; any tax due (including the license fee) must still be paid by the original due date to avoid penalties and interest.
Penalties: Failure to file penalties (5% per month, max 25%) and failure to pay penalties (0.5% per month, max 25%), plus interest.
For Limited Liability Companies (LLCs) in South Carolina:
No “Annual Report” with Secretary of State: South Carolina does not require a separate annual report filing with the Secretary of State for LLCs (domestic or foreign). Maintaining good standing is generally tied to your tax filings with the Department of Revenue.
South Carolina Income Tax (South Carolina Department of Revenue – Form SC1040 for individuals, SC1065 for partnerships, SC1120 for corporations):
Frequency: Annually.
Due Date: Varies based on your federal tax election:
Single-Member LLCs (Disregarded): Income and losses are reported on the owner’s individual South Carolina income tax return (Form SC1040). Due by April 15th (or 15th day of 4th month after year-end).
Multi-Member LLCs (Partnership-Taxed): If your LLC is taxed as a partnership for federal purposes, it generally files Form SC1065, South Carolina Partnership Return, with the Department of Revenue. Due by the 15th day of the 3rd month following the close of your taxable year (e.g., March 15th for calendar year filers).
Corporate-Taxed LLCs: If your LLC has elected to be taxed as a C-corporation or S-corporation for federal purposes, it will file Form SC1120 or SC1120S respectively and be subject to South Carolina corporate income tax and applicable license fees.
Pass-Through Entity (PTE) Tax Election: For tax years beginning after 2020, South Carolina allows pass-through entities (including LLCs taxed as partnerships or S-corps) to elect to pay income tax at the entity level on their “active trade or business income.” If this election is made, the LLC would pay tax at the entity level. This is generally done on Form SC1065 or SC1120S.
Nonresident Withholding: LLCs taxed as partnerships with nonresident members generally must withhold and remit South Carolina tax on their share of income.
Estimated Payments & Penalties: Similar to corporations, estimated payments may be required, and penalties and interest apply for late filing or payment.
For Partnerships (General Partnerships, Limited Partnerships, Limited Liability Partnerships, Limited Liability Limited Partnerships) in South Carolina:
Annual/Biennial Report Requirement (South Carolina Secretary of State):
General Partnerships (GPs): GPs formed solely by agreement are generally NOT required to file an annual report with the South Carolina Secretary of State.
Limited Partnerships (LPs), Limited Liability Partnerships (LLPs), Limited Liability Limited Partnerships (LLLPs): These entities ARE required to file an Annual Report (or Renewal Application for LLPs).
LLPs: Renewal Application is due annually by the anniversary of registration. Fee is $100. No specific late fee mentioned, but failure to file can result in forfeiture of name rights.
LPs/LLLPs: (Information not readily available if a separate annual report is required by the SOS in the same manner as LLPs. Typically, good standing is maintained through tax filings or if a Biennial Report existed, it would follow the odd/even year rule).
South Carolina Partnership Income Tax Return (South Carolina Department of Revenue – Form SC1065):
Frequency: Annually.
Due Date: By the 15th day of the 3rd month following the close of your taxable year (e.g., March 15th for calendar year filers).
PTE Election & Nonresident Withholding: The Pass-Through Entity Tax Election and nonresident partner withholding may apply, as described for LLCs above.
Estimated Payments & Penalties: Similar to other business entities, estimated payments may be required, and penalties and interest apply for late filing or payment.
For Non-Profit Corporations in South Carolina, please also note the following:
No “Annual Report” with Secretary of State: South Carolina does not require a separate annual report filing with the Secretary of State for non-profit corporations.
Charitable Organization Registration and Annual Renewal (South Carolina Secretary of State – Charitable Organizations and Professional Fundraisers Division):
If your non-profit solicits charitable contributions in South Carolina or holds significant charitable assets, you must generally register and file an annual renewal with the South Carolina Secretary of State, Charitable Organizations and Professional Fundraisers Division, unless specifically exempt (e.g., certain religious organizations, or those receiving less than $25,000 in contributions and not using a professional fundraiser).
Due Date: Annually, by the 15th day of the 5th month following the close of your fiscal year (e.g., May 15th for a December 31st fiscal year-end). An extension for the financial report (but not the registration statement renewal) can be requested via email.
Filing Fee: For the Annual Registration Statement (Renewal), the fee is $50.00 (plus online filing fee). There is generally no separate fee for the Annual Financial Report, but late penalties apply.
Required Attachments: This renewal requires submitting the Registration Statement for a Charitable Organization (Renewal) and the Annual Financial Report Form (or a copy of your federal IRS Form 990 series return).
Penalties: Failure to file required reports can result in penalties of $10 per day per delinquent report (max $2,000 per report).
North Carolina Exempt Organization Business Income Tax (South Carolina Department of Revenue – Form SC1120 if applicable):
Frequency: Annually, if applicable.
Applies if: Your non-profit has unrelated business taxable income (UBTI) that exceeds the federal filing threshold. If so, a South Carolina Corporate Income Tax return (Form SC1120) would be filed to report and pay tax on UBTI.
No other state-level income tax: Generally, if your non-profit has obtained 501(c) tax-exempt status from the IRS, it is also exempt from South Carolina corporate income and license tax purposes (unless it has UBTI).
Federal IRS Form 990 Series: As a federally tax-exempt organization, your non-profit must file an annual information return with the IRS (Form 990, 990-EZ, 990-PF, or 990-N, depending on your gross receipts and assets). This is typically due by the 15th day of the 5th month after your fiscal year ends (e.g., May 15th for a December 31st fiscal year-end).
What information is generally required for these filings? The various South Carolina filings typically require verification or updating of the following:
Your entity’s legal name and South Carolina Entity ID number (if applicable).
The current principal office mailing address.
The name and physical street address of your South Carolina Registered Agent (if applicable).
For LLPs: Names and addresses of partners.
For tax filings: Financial information (income, expenses, assets, capital, surplus, etc.).
For Non-Profits (Charitable Registration): Confirmation of your federal tax-exempt status, details regarding any charitable solicitation activities, and financial information for charitable reporting.
How can we assist you? We understand that navigating these unique compliance requirements, especially with South Carolina’s distinct approach to annual reports and its various tax filings, can be complex. We are here to assist you with understanding and fulfilling your South Carolina compliance obligations. Our services for these filings include:
Determining your specific filing requirements and due dates.
Gathering the necessary information.
Preparing and accurately filing any required renewal applications with the South Carolina Secretary of State.
Assisting with the preparation and filing of your South Carolina tax returns (e.g., corporate income tax, partnership/LLC income tax) (if applicable).
Preparing and filing any applicable non-profit charitable registrations and annual renewals.
Arranging payment of the applicable fees/taxes.
Confirming receipt and good standing with the South Carolina Department of Revenue and, if applicable, the Secretary of State.
What we need from you: To facilitate these filings, fill up the information sheet:
Please do not hesitate to contact us at your earliest convenience to discuss your South Carolina compliance obligations. We can help ensure your entity remains in good standing and avoids any potential adverse consequences.
