How to dissolve a South Carolina LLC
Data last updated: Apr 21, 2026The quick read on dissolving a South Carolina LLC
At $10, South Carolina's dissolution fee is below the national average of $46, closer to the free end of the spectrum. South Carolina accepts the dissolution filing online or mail, with online approvals in about 2 business days. There is no formal tax clearance requirement, so the filing itself is the bottleneck rather than tax review.
Dissolution is a procedural filing, not a tax audit. The Secretary of State's job is limited to confirming the document is properly completed and the LLC is in good standing. What matters most for South Carolina filers is the order of operations: vote, file, and close the federal side. Each step is simple individually; doing them out of order or skipping the federal step is what causes problems years later.
Dissolution steps in South Carolina
The state-specific procedure, in order. Skip any step and the state's dissolution filing will be rejected or left incomplete.
- Member vote to dissolve
South Carolina's LLC statute calls for a per operating agreement member vote to dissolve, unless your operating agreement specifies a different threshold. Document the vote in meeting minutes or a written consent.
- File the Articles of Dissolution of a Limited Liability Company with South Carolina Secretary of State, Business Filings Division
Filing fee is $10. Online filing is available through the state portal. Mail filings are accepted.
- Close federal tax obligations with the IRS
File the final federal return, check the "final return" box, and file Form 966 if the LLC had C-corp tax treatment. Close the EIN by writing to the IRS. See the IRS close-a-business page for the full federal checklist.
- Cancel other registrations
Sales tax permits, employer accounts, business licenses, fictitious-name registrations, and foreign-qualification filings in other states all need to be wound down separately from the LLC dissolution itself. The state won't do this automatically.
How this plays out in South Carolina
Start with the member vote. S.C. Code Section 33-44-801 dissolves an LLC at the time or upon the happening of events specified in the operating agreement, or on the consent of the number or percentage of members specified. The default is unanimous consent when the agreement is silent. Put the decision in a written consent before filing.
File Articles of Dissolution with the South Carolina Secretary of State through the Business Filings Online system or by mail to the Columbia office at 1205 Pendleton Street. The fee is $10 either way. Online filings typically clear in 1 to 2 business days; mail filings run closer to 10. South Carolina does not offer a paid expedite tier.
Handle the tax side. If the LLC is default-classified (partnership or disregarded entity), there is no corporate License Fee to close and no CL-4 tax clearance to file, but any sales and use tax, withholding, or admissions tax accounts still need final returns and closure through MyDORWAY. If the LLC elected C-corp treatment, you file Form CL-4 (Request for Tax Clearance for Dissolution or Withdrawal) with the Department of Revenue to close the corporate income tax and License Fee accounts, and pay any outstanding License Fee. Finish federally: final federal return with the final-return box checked, IRS Form 966 within 30 days of the dissolution resolution if the LLC had C-corp treatment, and a written EIN closure letter.
What a clean South Carolina dissolution actually costs
The Secretary of State fee is rarely the biggest line item. For most South Carolina LLC owners, the real cost is a combination of the filing fee, outstanding state tax, federal closure, and any foreign-LLC wind-downs in other states.
| Cost component | Amount | Notes |
|---|---|---|
| Base Secretary of State filing | $10 | Filed with South Carolina Secretary of State, Business Filings Division |
| Final federal return (DIY) | Free | Or $200 to $800 if a CPA prepares it |
| Foreign-LLC withdrawals (if any) | $10 to $125 per state | Each state where you qualified as foreign LLC |
How South Carolina compares to other states
At $10, South Carolina's dissolution fee is below the national average of $46, closer to the free end of the spectrum. Across all 51 US jurisdictions, the median dissolution fee is $30 and the average is $46; fees cluster between $0 and $75, with Delaware and DC at the $220 top end. By fee ranking, South Carolina sits at #9 from cheapest to most expensive.
Filing path matters as much as the fee. South Carolina's online or mail dissolution process gives you flexibility: online for speed, mail as a backup when you need an original signature for another purpose. South Carolina does not impose a formal tax clearance check, which shortens the overall timeline compared to states that do.
Requirements at a glance
Common pitfalls
The biggest South Carolina nuance is the split between default-classified LLCs and C-corp-elected LLCs. If you read older guides, they warn that every LLC needs a Form CL-4 tax clearance from the Department of Revenue; that is only true for LLCs taxed as corporations. For a default-classified multi-member LLC or a single-member disregarded entity, the Secretary of State does not require tax clearance, and SCDOR does not assess an entity-level License Fee. Confirm the federal tax classification before deciding which path applies.
The second trap is leaving sales tax or withholding accounts open after the SoS termination. SCDOR tracks those accounts by SID number, not by the LLC's Secretary of State status, so an abandoned sales tax permit keeps accruing estimated-liability notices even after the entity is dissolved. Close every SCDOR account through MyDORWAY at the same time you file Articles of Dissolution.
What happens after the state accepts your filing
Once the Secretary of State accepts the Articles of Dissolution, the LLC is dissolved under South Carolina law and the name returns to availability through the standard distinguishability review. Creditor claims survive dissolution under S.C. Code Section 33-44-807, which authorizes (but does not require) notice to known and unknown claimants to shorten the claim window. If the LLC had South Carolina employees, close the UCE account with the Department of Employment and Workforce separately. Keep bank records, the operating agreement, and tax filings for at least three years so SCDOR can reconcile any audit or post-dissolution inquiry.
Documents and filings checklist
- Written consent or meeting minutes
Record the member vote to dissolve. Keep with corporate records.
- Articles of Dissolution of a Limited Liability Company
Filed with $10 fee at South Carolina Secretary of State, Business Filings Division. Form PDF.
- Final federal return
Form 1065 (multi-member), Schedule C on 1040 (single-member), or 1120/1120-S if corp-taxed. Check the "final return" box.
- IRS Form 966
Only if the LLC had C-corp tax treatment. Due within 30 days of the dissolution resolution.
- IRS EIN closure letter
Sent to the IRS requesting the EIN be closed. See the IRS close-a-business checklist.
- State tax permit cancellations
Sales tax, employer withholding, unemployment insurance. Each is a separate filing with the state tax and labor agencies.
- Foreign-LLC withdrawals
Certificate of Withdrawal filed with each state where the LLC was registered to do business as a foreign LLC.
Filing agency
South Carolina Secretary of State, Business Filings Division
- Website
- sos.sc.gov
- Phone
- (803) 734-2158
- SC Secretary of State's Office, 1205 Pendleton Street, Suite 525, Columbia, SC 29201
- Office
- Edgar Brown Building, 1205 Pendleton Street, Suite 525, Columbia, SC 29201
- Hours
- 8:30 AM to 5:00 PM Eastern, Monday to Friday
Frequently Asked Questions
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How much does it cost to dissolve a South Carolina LLC?
Articles of Dissolution cost $10 with the South Carolina Secretary of State, online through Business Filings Online or by mail to the Columbia office. That is the cheapest LLC dissolution fee in the United States. No expedite tier is available. If the LLC was taxed as a corporation, Form CL-4 tax clearance with the Department of Revenue adds no filing fee but does require the corporate License Fee to be current.
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How long does South Carolina LLC dissolution take?
Online filings through Business Filings Online usually process in 1 to 2 business days. Mail filings to 1205 Pendleton Street in Columbia run closer to 10. The Secretary of State does not offer a paid expedite option, so online filing is the fastest path. For C-corp-elected LLCs, SCDOR's CL-4 clearance can add several weeks to the full closure timeline.
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Do I need a CL-4 tax clearance to dissolve a South Carolina LLC?
Only if the LLC is taxed as a corporation. Default-classified LLCs (partnerships and disregarded entities) do not file a corporate License Fee and are not subject to the Form CL-4 tax clearance requirement. For LLCs that made a federal C-corp election, Form CL-4 must be filed with the Department of Revenue to close the CL-1 and SC1120 accounts, and the License Fee must be current before clearance is granted.
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What vote is needed to dissolve a South Carolina LLC?
S.C. Code Section 33-44-801 dissolves the LLC at the time or upon events specified in the operating agreement, or on the consent of the number or percentage of members the agreement requires. Unanimous member consent is the default. Record the vote in writing before filing Articles of Dissolution. See the South Carolina LLC formation page for operating agreement context.
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What happens if I just stop operating the LLC?
South Carolina's default-classified LLCs do not file annual reports or the corporate License Fee, so the LLC stays on the Secretary of State's books indefinitely without administrative dissolution kicking in the way it does in most states. That sounds convenient; it isn't. The entity remains exposed to lawsuits, credit inquiries, and any SCDOR account obligations, and closing it properly later is not easier than filing the $10 Articles of Dissolution today.
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Do outstanding debts disappear when I file Articles of Dissolution?
No. S.C. Code Section 33-44-807 handles creditor claims and permits, but does not require, notice to known and unknown creditors to shorten the claim window. Without that notice, members remain on the hook for distributed assets up to the statutory claim period. Pay known creditors and settle contingent claims before filing.
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Do I need to notify the IRS?
Yes. File a final federal return with the final-return box checked, file IRS Form 966 within 30 days of the dissolution resolution if the LLC had C-corp tax treatment, and write to the IRS to close the EIN. South Carolina's Secretary of State and the IRS are separate systems. See the IRS close-a-business page for the federal checklist.
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How long does LLC dissolution take in South Carolina?
Online filings are processed in about 2 business days through the state portal. Mail filings take about 10 business days once received.
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Can I file the Articles of Dissolution of a Limited Liability Company online?
Yes. South Carolina accepts LLC dissolution filings online through the state portal. Mail is also accepted as an alternative.
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Do I need a tax clearance certificate in South Carolina?
No. South Carolina does not require a separate tax clearance certificate before accepting LLC dissolution. That said, paying any outstanding state tax obligations is always advisable before filing. Ignoring them can lead to the state collecting from former members or trustees after dissolution.
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What vote is required to dissolve a South Carolina LLC?
South Carolina's LLC statute specifies a per operating agreement member vote to dissolve, unless the operating agreement sets a different threshold. Most LLCs follow the statutory default. Document the vote in a written consent or meeting minutes before filing any dissolution paperwork.
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Does dissolution close my federal tax obligations?
No. The South Carolina Secretary of State does not notify the IRS. You have to close the federal side separately: file a final federal return marked as "final," file IRS Form 966 within 30 days if the LLC had C-corp tax treatment, and close the EIN by writing to the IRS. The EIN stays on file forever; closing it flags the entity as inactive so automated notices stop. See the IRS close-a-business page for the full federal checklist.
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Will my LLC name become available for someone else to use after dissolution?
In most cases yes. South Carolina typically releases the LLC name back to the general pool once the dissolution filing is accepted, and a third party can register a new entity under the same name shortly thereafter. If preserving the brand matters, keep a minimal LLC active or register the business name as a trademark.
Related
Sources
- Filing fee: www.scstatehouse.gov/code/t33c044.php · verified April 21, 2026
S.C. Code §33-44-1204(a)(3) establishes the Articles of Dissolution filing fee for a domestic LLC at $10. Confirmed via South Carolina Legislature official code text. Dissolution procedure governed by S.C. Code §33-44-805. - Form url: businessfilings.sc.gov/BusinessFiling/Home/DownloadForms · verified April 21, 2026
Articles of Dissolution for a Limited Liability Company. Available in the Business Filings Online forms library. Also filable through the online portal at businessfilings.sc.gov. - Expedited: sos.sc.gov/ · verified April 21, 2026
South Carolina Secretary of State does not advertise a paid expedited filing tier for LLC dissolution. Online filings through the Business Filings Online system typically process within 1 to 2 business days. Recorded as offered: false. - Tax clearance required: dor.sc.gov/business-income-taxes/corporate/corporate-faqs · verified April 21, 2026
South Carolina Department of Revenue does not require a tax clearance certificate before the Secretary of State will accept Articles of Dissolution for a default-classified LLC. Because default-taxed LLCs (partnerships and disregarded entities) do not file annual reports or owe the corporate License Fee, there are no entity-level SCDOR accounts to close. LLCs taxed as corporations federally still close their CL-1 / SC1120 accounts separately. Recorded as taxClearanceRequired: false. - Member vote standard: www.scstatehouse.gov/code/t33c044.php · verified April 21, 2026
S.C. Code §33-44-801 provides that an LLC is dissolved at the time or upon the happening of events specified in the operating agreement, or on the consent of the number or percentage of members specified in the operating agreement. Default is unanimous consent. Recorded as 'per operating agreement'. - Public notice required: www.scstatehouse.gov/code/t33c044.php · verified April 21, 2026
S.C. Code §33-44-807 authorizes (but does not require) a dissolved LLC to give notice to known and unknown claimants. Newspaper publication is not mandatory to complete dissolution. - Name becomes available after: sos.sc.gov/ · verified April 21, 2026
South Carolina does not publish a specific statutory waiting period for name reuse after dissolution. Field set to null. - Irs closure url: www.irs.gov/businesses/small-businesses-self-employed/closing-a-busine… · verified April 21, 2026
IRS canonical Closing a Business reference.