South Carolina Incorporation

Harbor Compliance makes incorporating easy. Your specialist handles the paperwork to set up your corporation fast and helps you stay compliant.

Packages start at $499 plus state fees.


Incorporate Now

How to Incorporate in South Carolina

Harbor Business Compliance Corporation BBB Business Review

In my opinion, their "Human Touch" element is what really makes this company stand out! I wouldn't go anywhere else!
JanaeLaw Offices of Donald W. Hudspeth, PC

If you’re looking to incorporate in South Carolina, you’re in the right place. This guide will help you file formation documents, get tax identification numbers, and set up your company records.


Paperwork Cost Time
  • Articles of Incorporation - Domestic Corporation
  • Form CL-1: Initial Annual Report of Corporations
  • Bylaws
  • IRS Form SS-4: Obtain an EIN
  • Form 2553: S-Corp Election, if desired
  • Form SCDOR-111: South Carolina Department of Revenue Tax Registration Application
  • Incorporation & Initial Report: $135
  • Incorporation: ~7-10 business days by mail. ~1-2 business days online.

How to Incorporate in South Carolina

1 Choose a corporate structure

Incorporating means starting a corporation. If you want to form an LLC, please see "How to Form an LLC in South Carolina".

Is your corporation for-profit or not-for-profit? If you are starting a nonprofit, please see "How to Start a Non-Profit Organization in South Carolina".

This article assumes you are creating a general South Carolina business corporation. Statutory Close Corporations and Professional Corporations have separate formation requirements.

C-Corp and S-Corp refer to taxation with the IRS, not to legal structures. Your corporation is taxed as a C-Corp unless you file an election to be taxed as an S-Corp (explained below).

2 Check Name Availability

The legal name of your corporation may not conflict with any other registered name. Check availability of your desired name by conducting a name search.

Name Search:
Secretary of State database search
Name Reservation:
Optional
Suffix:
Must contain the word "corporation", "incorporated", "company", or "limited", the abbreviation "corp.", "inc.", "co.", or "ltd.", or words or abbreviations of like import in another language South Carolina Code of Laws §33-4-101
3 Appoint a Registered Agent

Identify the corporation’s South Carolina registered agent. This individual or company receives notice of lawsuit and other legal service for the corporation.

4 File South Carolina Articles of Incorporation & Initial Report

File the articles of incorporation to create your corporation. The initial "annual" report must be filed at the same time.

Agency:South Carolina Secretary of State - Division of Business Filings
Form: ACCESS PREMIUM DATA
Filing method: ACCESS PREMIUM DATA
Agency fee:

$135

Turnaround: ACCESS PREMIUM DATA
Law:

S.C. Code Ann. §33

Notes:
  • If filing by mail, submit the original, one copy, filing fee, and a self-addressed stamped envelope.
  • The articles must contain a certificate, signed by an attorney licensed to practice in South Carolina, that all of the requirements of Chapter 2, Title 33 of the 1976 South Carolina Code of Laws have been complied with. (S.C. Code Ann. §33-2-102(a)(6))
  • Consider optional provisions.
5 Establish Bylaws & Corporate Records

Your corporation must keep correct and complete books and records.

A corporation shall keep as permanent records minutes of all meetings of its shareholders and board of directors, a record of all actions taken by the shareholders or board of directors without a meeting, and a record of all actions taken by a committee of the board of directors in place of the board of directors on behalf of the corporation.
S.C. Code Ann. §33-16-101

Your filed articles of incorporation are the first document for your corporate records. Your corporation will generate many other official records such as bylaws, meeting minutes, and your EIN.

Office supplies intended for a corporation will help you stay organized and save time. Optionally, get a corporate record book, seal, and document templates.

Draft bylaws (potentially using a template) which is the governing document for the corporation. The bylaws of a corporation may contain any provision for managing the business and regulating the affairs of the corporation that is not inconsistent with law or the articles of incorporation (S.C. Code Ann. §33-2-106). You will review and ratify the bylaws at your first board of directors meeting.

6 Appoint Initial Directors

The initial directors serve on the board until the annual meeting of shareholders (when directors are elected to the board). If the initial directors are not named in the articles of incorporation, they are appointed by the incorporator. The incorporator documents and signs this action for the corporate records.

7 Hold Organizational Meeting

Hold the organizational meeting of the incorporators or initial directors in compliance with S.C. Code Ann. §33-2-105. You may hold the meeting in our outside of South Carolina. Keep minutes of this meeting.

The following state laws apply unless overridden by the organizational documents, where permissible.

Directors Officers
  • Number: One or more required.
  • Qualifications: None.
  • Quorum: Majority of directors, unless bylaws or articles of incorporations fix a different number. No less than one third.
  • As stated in the bylaws, but a minimum of one. One person may hold multiple offices. One officer is required to be responsible for maintaining corporate records.
8 Issue Stock Certificates

The owners may be issued stock certificates to serve as proof of ownership in the corporation. Remember to hold the first annual meeting of the shareholders (the owners of the corporation) according to bylaws and keep minutes of this meeting.

The following state laws apply unless overridden by the organizational documents, where permissible.

Shareholders Annual Shareholder Meeting
  • Qualifications: N/A
  • Stock Certificate: Not required.
  • Voting Trusts Allowed: Yes.
  • Required: Yes, unless all action taken by unanimous consent.
  • Action by written consent: Allowed if by all shareholders entitled to vote on the action.
9 Get a Federal Employer Identification Number (EIN)

Your corporation must obtain an EIN regardless of whether it will hire employees.

Submit to:
Internal Revenue Service
http://www.irs.gov/
Form:
IRS Form SS-4
Guidance:
IRS Pub 1635: Understanding Your EIN
Filing Method:
Mail, phone, fax, or apply online with the IRS
Fee:
$0
Turnaround:
Immediately online
Notes:
The IRS website is only available during certain hours. Print your EIN before closing your session.
10 Get South Carolina State Tax Identification Numbers/Accounts

South Carolina offers a combined registration application.

Submit to:
South Carolina Department of Revenue
http://http://www.sctax.org/
Form:
Form SCDOR-111: South Carolina Department of Revenue Tax Registration Application
Instructions:
Form SCDOR-111 - Instructions
Filing Method:
Mail or online
Fee:
Varies based on taxes/licenses/permits required
Notes:
If your organization qualifies for the sales tax exemption you do not need a retail license.
11 Consider Electing S-Corp Taxation

By default, your corporation is taxed as a C-Corporation. Some corporations, especially smaller ones, benefit from electing S-Corp tax treatment:

  • C-Corps suffer from double taxation: the corporation pays taxes on profits then members pay taxes on their distributions. If profits exceed $250,000 per owner, you provide employee benefits, or you will re-invest most of your profit in the business, you may benefit from the low tax rates on retained earnings under C-Corp treatment.
  • S-Corp treatment avoids double-taxation. It is generally the best choice for small businesses. To accomplish this, file Form 2553: S-Corp Election with the IRS.
12 Obtain Business Licenses & Permits

To run your business legally, you must obtain applicable licenses and permits. The easiest way to navigate the wide range of federal, state, and local requirements is to search by your business type and locality using the Small Business Administration Business License & Permit look-up tool.

13 Ongoing Filings to Maintain Your Corporation

You must file federal and state tax returns. You must also file:

Incorporate Today!

We set up your corporation fast and help you stay compliant.

© 2012 - 2019 Harbor Compliance. All rights reserved. Harbor Compliance does not provide tax, financial, or legal advice. Use of our services does not create an attorney-client relationship. Harbor Compliance is not acting as your attorney and does not review information you provide to us for legal accuracy or sufficiency. Access to our website is subject to our Terms of Use and Service Agreement.