Welcome to the Start a Business tutorial designed for representatives of foreign corporations looking to expand their business into the state of South Carolina. The tutorials found on this webpage contain all the information necessary to register your business with the Secretary of State. An online filing system is available and can be accessed by first creating an online account. Alternatively, paper filing can be accomplished by downloading and completing a PDF and sending it through the mail to the Secretary of State. The registration of all profit corporations require a filing fee of $135 while non-profits need only pay $10. Online fees are payable by credit card or electronic funds withdrawal (checking or savings account). Check or money order made out to the Secretary of State can be used if filing through the mail.

Before filing for registration we recommend that you perform a search of the Secretary of State’s name database to see if the business name you plan on using is available in South Carolina. Furthermore, you may wish to file a Name Reservation application to reserve a name prior to filing. For the low cost of $10 a name can be reserved for 120 days.

How to File a Profit Corporation (Online)

Step 1- By navigating to this website you will be able to successfully login to your account. If an account has yet to be created with the Secretary of State, you can use our tutorial to familiarize yourself with the process.

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Step 2- Click here to access the online filing system. Begin by selecting the type of business you would like to form by choosing one of the options from the drop-down menu.

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Step 3- The residency of the entity being formed must be specified by selecting one of the available options. Click Continue to proceed.

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Step 4- Enter the desired business name for your corporation into the entry field. The name must include a business designator if it does not already end in the word “corporation”, “incorporated”, company”, or “limited”.

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Step 5- A certificate of authority must be included during the filing process. Click Yes to obtain the certificate.

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Step 6- The following page is a brief statement saying that your business has chosen to apply for the authority to transact business in South Carolina.

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Step 7- Select the jurisdiction in which your corporation was originally formed by choosing one of the options from the drop-down menu and then supply the date of incorporation and period of duration.

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Step 8- Specify the principal office address (as designated in the annual report) and supply the office phone number.

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Step 9- Enter the name of a registered agent located in South Carolina. The agent may also be a domestic corporation, limited liability company, or a foreign entity authorized to do business in South Carolina.

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Step 10- The address of the registered agent must be specified into the provided entry fields (a P.O. box cannot be used as the address for a registered agent).

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Step 11- The aggregate number of shares which the corporation has authority to issue must be itemized by class and series. Click Add to begin this process.

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Step 12- Enter the class of shares into the first entry bar, followed by the authorized number of shares into the second.

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Step 13- The stock series for class series of shares must also be specified. Click Add to begin establishing those details.

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Step 14- You must now define the following information:

  • Series
  • Authorized number of each series
  • The relative right, preference, and limitation of the shares of each class and of each series within a class
  • Matters involving voting rights, number of votes per share, convertibility of shares, etc
  • Number of shares issued
  • Number of outstanding shares

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Step 15- You may now add additional stock series by repeating Steps 13 and 14. When you are ready to move forward, click Continue.

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Step 16- At this point you can alter the aggregate number of shares which the corporation has authority to issue (aggregate shares supplied in Step 11).

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Step 17- The corporation’s directors or members of the governing body of the corporation must be added. If the corporation has no directors, enter the persons who are exercising the statutory authority. Click Add to begin the process.

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Step 18- Enter the name of a director or member of the governing body into the entry field and specify his/her business title.

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Step 19- The address of the director or member of the governing body mentioned in Step 18 must now be supplied.

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Step 20- You may add directors or members of the governing body by repeating the previous steps. Once all the necessary individuals have been added, click Continue to proceed.

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Step 21- The names and offices of the principal officers and primary officers must be added (for example, CEO, CFO). Click the Add icon to begin.

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Step 22- Enter the name of an officer into the entry field and  specify his/her business title by selecting one of the options from the drop-down menu.

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Step 23- The address of the officer mentioned in Step 22 must now be supplied.

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Step 24- Repeat Steps 21 -23 to add additional officers. When you are ready to move forward, click Continue.

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Step 25- Specify the effective date of formation, unless this application shall be effective upon filing by the Secretary of State.

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Step 26- The next page simply states that you cannot use your corporate name for your business with any product or service. If you wish to use a name as a trademark, further clearance and registration will be required. Click Continue to proceed.

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Step 27- The required signatures that you must supply to the Secretary of State can now be included. Click Signature Sheet to acquire the proper document that must be signed by the appropriate individuals of your entity. Once the signatures have been obtained, click Continue to proceed.

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Step 28- Click the Choose File tab and select the document from your computer files containing the signatures mentioned in the previous step. Specify the delivery method and file format of the signatures being supplied before clicking Continue to proceed.

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Step 29- A certificate of existence must be uploaded. Click Choose File and select a document from your computer files containing the certificate. Continue by specifying the delivery method and file format.

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Step 30- Enter the different individual officers of the business by clicking the Add tab. If an individual has the duties of more than one officer, enter the individual only once.

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Step 31- The first and last name of an officer must be supplied as well as his/her business title.

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Step 32- Enter the U.S or international address of the officer mentioned in the previous step.

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Step 33- You may now add additional officers by repeating Steps 29 -31. When all of the officers have been added, click Continue to proceed.

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Step 34- If an employer identification number has been acquired you may optionally add that information now.

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Step 35- Select the industry code that comes closest to describing the activities your business will perform. The code must contain at least 6 digits.

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Step 36- The location of your business must be supplied as well as a mailing address for all correspondence from the Secretary of State.

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Step 37- The address where your business’s corporate records are kept must be specified on the following page.

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Step 38- Use the drop-down menu to select the month your corporation’s tax year ends and supply a phone number in which your corporation can be reached by the Secretary of State.

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Step 39- All the information that has been submitted thus far will be displayed on the following page. At this point you can alter any details that may have been inputted incorrectly by using the Previous tab, allowing you to go back to any past step in the filing process.

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Step 40- Click Continue to add your application to the Secretary of State’s online shopping cart.

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Step 41- A summary of the filing fee you will be required to pay is displayed on the following page. Click Checkout to proceed.

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Step 42- Simply click Continue on the following page to proceed.

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Step 43- Select the method of payment that you will be using to provide the $135 filing fee. You may pay by credit card or electronic funds withdrawal (checking or savings account).

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Step 44- Lastly, supply your banking information or credit card number as well as a billing address. Click Continue to commit to payment and conclude the registration process.

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How to File a Non-Profit Corporation (Online)

Step 1- Start by navigating to this website where you will be able to login with your online account. If you have yet to create an account with the Secretary of State, you can use our tutorial to learn more about that procedure.

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Step 2- The online filing system can be accessed here. Select the type of corporation you would like to form by choosing one of the options from the drop-down menu.

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Step 3- On the following page you must specify your entity’s residency. Use the drop-down menu and choose one of the available options.

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Step 4- Enter the name of your corporation into the text box. Names for non-profit corporations do not require an abbreviation or corporate ending.

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Step 5- A certificate of authority must accompany your formation application. Select Yes out of the three available options to include the certificate with your filings.

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Step 6- The following page displays a statement that mentions your corporation’s application for authority to transact business in South Carolina. Click Continue to proceed.

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Step 7- On the next page you must specify your entity’s jurisdiction of formation and initial date of incorporation.

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Step 8- If the duration of business is perpetual, select the Yes option. Likewise, if your business has a date of dissolution select No.

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Step 9- Enter the address where the principal office of your corporation is located.

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Step 10- The address of the registered agent in South Carolina must be supplied. A physical address is required and not a P.O. Box.

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Step 11- The name of the registered agent must be supplied into the provided entry field.

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Step 12- Specify as to whether or not your corporation has members who vote for the board of directors.

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Step 13- Select the type of non-profit corporation you would have filed for if your corporation had been formed in South Carolina.

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Step 14- Enter the name and address of the corporation’s directors, or those persons who exercise authority if the corporation has no director. Click the Add button to begin supplying this information.

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Step 15- The name of the director, or person of authority, must be provided into the entry field. Specify this individual’s business title as well before clicking Continue to proceed.

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Step 16- Enter the address of the director/person of authority previously mentioned in Step 15.

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Step 17- You may now add additional directors by repeating Steps 14-16. When all the directors have been added, click Continue to proceed.

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Step 18- Click Add to begin supplying the name and address of the principal officers, or those persons who exercise such authority as officers if the corporation does not designate officers.

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Step 19- Enter the name of an officer/person of equal authority into the entry field and specify his/her business title.

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Step 20- The address of the officer mentioned in Step 19 must now be provided.

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Step 21- At this point you may add additional officers by repeating the previous three steps. Click Continue once all the officers have been added.

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Step 22- A statement will be displayed on the following page which mentions that your formation application does not provide you the right to use the corporate name with any product or service.

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Step 23- Select the link titled Click for Required Signatures Form to download a signature package from the Secretary of State. This document must be signed by the appropriate individuals and be included with your formation application.

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Step 24-  Click on the Choose File tab and select the document from your computer files containing the signature package. Specify the delivery method and file format of the signatures before clicking Continue to proceed.

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Step 25- A certificate of existence must now be supplied. Click on the Choose File tab to select the document from your computer containing the certificate of existence. Specify the delivery method and file format before clicking Continue to proceed.

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Step 26- Enter the individual officers of the corporation by clicking  Add. If an individual has the duties of more than one officer, enter the individual only once.

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Step 27- Provide the first and last name of an officer as well as his/her business title.

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Step 28- The address of the officer must be entered on the following page.

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Step 29- You may now add additional officers by repeating Steps 26-28. Click Continue once all the officers have been supplied.

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Step 30- Provide your entity’s employer identification number into the provided entry field. You may skip this step if an identification number has yet to be obtained.

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Step 31- Select the business code that comes closest to describing the activities of your corporation by accumulating 6 digits that are displayed on the table.

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Step 32- Enter the physical address of the business as well as the mailing address to receive correspondence from the Secretary of State.

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Step 33- Enter the address where all corporate records are stored.

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Step 34- Specify the month in which your corporation’s tax year ends and supply a business phone number.

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Step 35- Select Yes or No as to whether or not your corporation is a non-profit political association.

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Step 36- At the bottom of the following page you will see an image similar to that of the one shown below. If you would like to return to any section of the filing process and alter any details that may have been submitted incorrectly, you can do so by using the Previous tab. Click Continue once all details have been verified.

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Step 37- Simply click Continue to add your application to the online shopping cart.

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Step 38- On the following page you will see a description of the required filing fee. Click Checkout to proceed.

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Step 39- The filing fee will once again be displayed. Click Continue to proceed.

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Step 40- The $10 filing fee can be payed by credit card or electronic funds withdrawal from your checking or savings account. Select a method of payment and click Continue.

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Step 41- On this final page you must enter your credit card or banking information, followed by a billing address. Click Continue to submit your payment and conclude the filing process.

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How to File a Profit or Professional Service Corporation (PDF)

Step 1- Start by downloading the Certificate of Authority application that the Secretary of State has provided.

Step 2- With the application downloaded, continue by submitting the following information:

Page 1

  • 1-Name of the corporation
  • 2-Type of corporation being formed
  • 3-Date of incorporation and the period of duration
  • 4-Address of the principal office
  • 5-Address of the proposed registered office in South Carolina
  • 6-Name of the proposed registered agent in South Carolina

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Page 2

  • Name of the corporation
  • 7-Name and business address of the directors and principal officers
  • 8-Aggregate number of shares which the corporation is authorized to issue, itemized by classes and series (if any) within a class
  • 9-Effective date
  • Date signed
  • Name of the corporation
  • Signature of an officer
  • Printed name of officer
  • Position of officer

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Step 3- With the previous application completed in duplicate, continue by downloading the CL-I form which must accompany your certificate of authority. Once downloaded, the following information must then be supplied:

  • Name of the corporation
  • Street address of the corporation
  • City, state, zip, and country of the corporation
  • 1-State of incorporation
  • 2-Intended business purpose
  • 3-Address of the registered office
  • 4-Address of the principal office in South Carolina
  • 5-Effective date of formation
  • 6-Date of dissolution
  • 7-Specify whether or not the shareholder, one-half of the directors, or officers are qualified to practice services engaged by the corporation (professional service only)
  • 8-SSN, name, title, and business address of each director and principal officer
  • 9-The number of authorized shares of capital stock by class and series, if any
  • 10-The number of issued and outstanding shares of capital stock by class and series, if any
  • Signature of incorporator or officer
  • Title of incorporator or officer signing

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Step 4- Lastly, a filing fee in the amount of $135 must be attached to your filings. This fee is payable by check or money order made out to the Secretary of State. A certificate of existence must also be included with all registration forms. Gather all articles and forward them to the address below.

South Carolina Secretary of State’s Office

Attn: Corporate Filings

1205 Pendleton Street, Suite 525 – Columbia, SC 29201

How to File a Non-Profit Corporation (PDF)

Step 1- Filers must begin by downloading the Certificate of Authority PDF application.

Step 2- The information that must be submitted on this document is as follows:

Page 1

  • 1-Name of the corporation
  • 2-State or country of initial jurisdiction
  • 3-Date of initial incorporation and duration
  • 4-Address of the principal office
  • 5-Address of the registered office in South Carolina
  • 6-Name of the registered agent

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Page 2

  • Name of the corporation
  • 7-Specify as to whether or not the corporation has members who will vote for the board of directors, or has no members at all
  • 8-Type of corporation being formed
  • 9-Name and business address of the directors and principal officers
  • Date signed
  • Name of the corporation
  • Signature of an officer
  • Printed name of officer

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Step 3- Have this document completed in duplicate before attaching a filing fee of $10 in the form of a check or money order made payable to the Secretary of State. A certificate of existence must also be included with your filings. Send all articles in the mail to the address below.

South Carolina Secretary of State’s Office

1205 Pendleton Street, Suite 525

Columbia, SC 29201

Tips

Renewal – The Department of Revenue requires all corporations to renew each year when submitting their income tax reports. This report will update the state of any changes that may have occurred in the past year and allow your business to remain in good standing. Representatives from all corporations must file the SC-1120, the third page of which is designated as the annual report. The filing fees vary between entity types and are based upon your corporation’s taxable income, starting at a base rate of $25. An additional report must be filed with the Secretary of State for all benefit corporations. This report can be found here and must be attached to a $10 filing fee. Download and complete the form associated with your entity type and forward it to the corresponding address below along with the filing fee.

Department of Revenue

SCDOR

CORPORATE TAXABLE

COLUMBIA, SC 29214

Secretary of State

South Carolina Secretary of State’s Office

1205 Pendleton Street, Suite 525

Columbia, SC 29201