How to Form a South Carolina Foreign LLC
What is a South Carolina Foreign LLC?
In the United States, just because you are registered to do business in one state does not mean that you can legally do business in another state.
If you want to transact any serious business in a state other than the state in which your LLC is registered, most likely you will
have to register with the state in which you want to do business before you can legally conduct business there.
For example, a LLC that is registered in California wants to do business in South Carolina.
The California LLC is a "Domestic" LLC in California and will be a "Foreign" LLC in South Carolina.
The California LLC needs to register with the South Carolina Secretary of State as a South Carolina Foreign LLC.
The use of the term Foreign in this case refers specifically to individual US states.
The US government, including the IRS, considers a Foreign company to be a company that is registered outside
of the United States.
What is a South Carolina Foreign LLC Qualification?
You want to do business in the state of South Carolina but are registered as a LLC in another state.
In order to legally conduct business in the state of South Carolina you must register with the South Carolina Secretary of State as
a
Foreign LLC.
The process of registering as a Foreign LLC in South Carolina is called
South Carolina LLC Foreign Qualification.
The process of South Carolina LLC Foreign Qualification is similar to the process of forming a Domestic LLC in South Carolina.
Your original home LLC formation documents (frequently called Articles of Organization) and By Laws apply to your South Carolina Foreign LLC.
The Officers and Directors of your home LLC will have the same roles in the South Carolina Foreign LLC.
Specific requirements to qualify as a Foreign LLC in South Carolina are explained below.
Once you have made the decision to Qualify as a Foreign LLC in South Carolina,
a South Carolina lawyer can file your documents and act as a middle man for a few hundred dollars an hour;
or you can use an online service provider like All Business Documents to perform these services.
Put the money you save with All Business Documents right where it belongs: into your new South Carolina Foreign LLC.
Do I need a lawyer to Form a Foreign LLC in South Carolina?
The short answer is no.
The state of South Carolina does not legally require a lawyer to form a
South Carolina Foreign LLC.
Our detailed
Foreign Qualification page may help you understand some
of the implications of forming a
South Carolina Foreign LLC.
However, if there is
anything about forming a Foreign LLC in South Carolina
that you're not sure about you should seek the advice of a competent South Carolina lawyer, a South Carolina accountant,
or both
before you form a Foreign LLC in South Carolina.
Once you have made the decision to form a Foreign LLC in South Carolina, a South Carolina lawyer
can file your documents and act as a middle man for a few hundred dollars an hour; or you can use an online service provider like All Business Documents
to perform these services and
save money that you can use in your new South Carolina Foreign LLC.
Do I have to Reserve a Company Name before I Form a Foreign LLC in SC?
You are not legally required to reserve a Company Name for a new South Carolina LLC Corporation before you submit your application to Form a Foreign LLC
in South Carolina.
The LLC name that you have registered in your home state may or may not be available in South Carolina.
In that case you need a different name your South Carolina Foreign LLC.
Whether or not you need to reserve a company name for your new South Carolina Foreign LLC depends entirely on your business situation.
The South Carolina Secretary of State uses LLC names on a first come first served basis.
So if you think that someone may snatch the Company Name that you have in mind, you may want to reserve that South Carolina Foreign LLC Name.
What if the South Carolina Foreign LLC Name I want is already taken?
If the Name you have chosen for your new South Carolina Foreign LLC is already in use by a currently active
South Carolina Corporation or LLC then you will have to register a DBA Name with the administrative clerk in each South Carolina city or town in which you want to do business. "DBA" is an abbreviation for "
Doing
Business
As."
We verify that the Name you have chose for your new South Carolina Foreign LLC is available
before we submit
your Foreign LLC filing to the South Carolina Secretary of State.
If necessary we can register a DBA Name in South Carolina for you so that you can open your new South Carolina business as quickly as possible.
What do I have to do BEFORE I Form a Foreign LLC in South Carolina?
- Prove that you are registered in a state other than South Carolina as a Domestic LLC
In order to register as a Foreign LLC in the state of South Carolina, you must first prove that you are registered in another state as a
Domestic LLC.
You prove this with a Certificate of Good Standing, sometimes referred to as a Certificate of Existence or a Certificate of Fact, from the
state in which you are registered as a Domestic LLC.
Cost of a Good Standing Certificate for your Domestic LLC varies from state to state.
If you already have a Good Standing Certificate from your home state, please note that it must be dated no older than 30 days from the date of your application for
South Carolina LLC Foreign Qualification.
If the date on your Good Standing Certificate is older than 30 days then you need to get an updated certificate.
If you get your own Good Standing Certificate you must scan and email or send a copy to us before we submit your application for a
South Carolina Foreign LLC.
We can get your LLC Good Standing Certificate from any state - in most states within 2-3 hours.
- Choose a name for your South Carolina Foreign LLC
You can use the same name in South Carolina that you use in your home state, however, if the name of your Domestic LLC is not available you need to choose another name.
Your South Carolina Foreign LLC name can identify the type of products and services your business will provide;
or it may be the name of the founder; or it can be a combination of the two or something else.
In any case, the South Carolina Foreign LLC name that you choose must be distinguishable from the name of any other registered South Carolina LLC or other
business entity and the name must also be different from any reserved names on record with the state of South Carolina.
Your South Carolina Foreign LLC name must not imply that it was formed for a purpose other than that stated in the
Articles of Organization for your Domestic LLC and your South Carolina Foreign LLC name must not be a name that is likely to mislead the public.
The name of a South Carolina Foreign LLC must include the word "Limited Liability Company" or
or the abbreviation "LLC" or "L.L.C.".
It's important to choose a good name for your South Carolina Foreign LLC because if you want to change it after you qualify you
will have to file amended documents with the South Carolina Secretary of State (and pay a fee).
We will check to make sure that your requested South Carolina Foreign LLC name is available and conforms to all state of South Carolina
Limited Liability Company naming regulations.
- File Registration Documents with the South Carolina Secretary of State
In order to Qualify as a Foreign LLC in South Carolina you must file Registration Documents with the South Carolina Secretary of State.
In South Carolina the registration documents are named "Application for a Certificate of Authority".
The registration documents must include certain specific information about your South Carolina business.
If the LLC Registration Documents do not conform exactly to state of South Carolina Foreign LLC requirements they will be rejected.
If you need to change any of the information on your registration documents after your South Carolina Foreign LLC has been approved,
you may amend the registration documents for your South Carolina Foreign LLC but you will have to pay a fee to the state of South Carolina in order to make the changes official.
- Determine how you want your South Carolina Foreign LLC to be taxed
The South Carolina Corporate Income Tax Rate is 5%.
You may choose that your South Carolina Foreign LLC is to be taxed as a C Corporation or S Corporation.
A C Corporation is what you may think of as a traditional Corporation like General Electric or Ford.
C Corporations pay a Corporate income tax to the state if that state taxes Corporations.
You may choose to have your South Carolina Foreign LLC taxed as a S Corporation.
S Corporations "pass through" all corporate profits to the shareholders (owners) who then pay tax at their applicable personal rate.
S Corporations do not pay any South Carolina Corporate Income Tax.
If you form a Single Member South Carolina Foreign LLC and do not specify to the IRS how you want to be taxed your Single Member South Carolina Foreign LLC
will be taxed as a Sole Proprietorship.
If you form a Multiple Member South Carolina Foreign LLC and do not specify to the IRS how you want to be taxed your Multiple Member South Carolina Foreign LLC
will be taxed as a Partnership.
If you choose to be taxed as an S Corporation, we can prepare the S Corporation election form for your South Carolina Foreign LLC and include it with
your final Foreign LLC documents.
What do I have to do AFTER I Form a Foreign LLC in South Carolina?
- Obtain Business Licenses from the cities and counties in which you plan to do business
Note that forming a South Carolina Foreign LLC doesn't take the place of obtaining a local business license, tax
registration certificate, or other required business permits.
A South Carolina Foreign LLC merely creates an ownership structure that limits the owners' personal liability.
You may still need to take care of getting set up to do business with your local government.
Depending on the nature of the business and the location of your South Carolina Foreign LLC within South Carolina you may need to get one or more local
business licenses or permits.
The business licenses or permits that are required for your South Carolina Foreign LLC vary depending on your business activities
and the specific locations within the state of South Carolina in which you want to conduct business.
If your South Carolina Foreign LLC will be selling products in South Carolina you may be required to obtain a Reseller's Permit from the appropriate
South Carolina state agency.
If your South Carolina Foreign LLC will be selling products in South Carolina you will also be responsible for all applicable local and state of South Carolina
sales taxes if there are any.
We have the expertise to find out exactly which state and local permits that you need for your specific business.
- File the required reports for your South Carolina Foreign LLC
The South Carolina Annual Report includes basic information about your South Carolina Foreign LLC including information on your business location as well as the names of the Officers and Directors.
Failure to submit a properly completed South Carolina Annual Report to the South Carolina Secretary of State on or before the
due date may subject the South Carolina Foreign LLC to being administratively dissolved in the state of South Carolina or having its authority to
transact business in the state of South Carolina revoked by the South Carolina Secretary of State.
Penalties may accrue if you fail to file any South Carolina Foreign LLC Annual Report to the South Carolina Secretary of State by the due date.
- Keep proper records of your South Carolina Foreign LLC on file
Keep the following records on file and available at the principal business office of your South Carolina Foreign Corporation:
- Names and addresses of all Members and Managers of the South Carolina Foreign LLC
- Foreign LLC formation documents and any Amendments to them
- South Carolina Foreign LLC Operating Agreement and any Amendments to them
- Copies of any LLC Resolutions which have been adopted by the South Carolina Foreign LLC
- Copies of all tax returns and Annual Reports for the South Carolina Foreign LLC for the last 3 years
- Pay your taxes to the state of South Carolina
Foreign LLCs that either do business in the state of South Carolina or that derive income from sources within the state of South Carolina are subject
to South Carolina and federal tax laws.
If you are engaged in intrastate business and derive income from other states besides South Carolina, you must allocate the amount of income derived
from the state of South Carolina in order to determine your South Carolina state taxes.
What information do I need in order to Form a Foreign LLC in South Carolina?
In order to Form a Foreign LLC in South Carolina you'll need the following information about your new Company:
- The name of your new South Carolina Foreign LLC along with your second choice of a name in case the name that you want is not available
- Physical address of the Foreign LLC office in South Carolina (not a PO Box)
- A description of the nature of the business you are planning to operate with the South Carolina Foreign LLC
- A good standing certificate from your home state no older that 30 days
- Whether the South Carolina Foreign LLC will be managed by LLC Members or Managers
- When the South Carolina Foreign LLC will start and when it will cease to exist (normally the Foreign LLC starts on the date the application is filed and will exist perpetually)
Remember -
ALL the information that you provide when you Form a Foreign LLC in South Carolina becomes part of the public record.
Our data entry forms include the
absolute minimum amount of information that is required in order to Form a new Foreign LLC in South Carolina.
How long does it take to Form a Foreign LLC in South Carolina?
Processing times for new South Carolina Foreign LLC applications vary depending on the work load of the
Secretary of State's staff.
We've found that normal processing of new South Carolina Foreign LLC applications takes the state around 5 business days.
Add 2-3 days for the time period for shipping the final documents by mail.
Choosing our Express Mail option can shave a couple of days off the total processing time for your new South Carolina Foreign LLC.
PLEASE NOTE: WE CANNOT GUARANTEE SOUTH CAROLINA SECRETARY OF STATE PROCESSING TIMES.
The South Carolina Secretary of State reserves the right to extend expedite periods in time of extreme volume, staff shortage or
equipment malfunction.
We are dependent on, and have no control over, the staff and systems of the South Carolina Secretary of State.
In our experience 5 business days is the time it
usually takes the South Carolina Secretary of State to process
a new South Carolina Foreign LLC application.
We get your South Carolina Foreign LLC application to the SC Secretary of State ASAP.
Once it is at the state we have no control over the new South Carolina Foreign LLC application process.
How much does it cost to Form a Foreign LLC in South Carolina?
The state of South Carolina charges $181.00 to Form a Foreign LLC in SC.
That includes the Secretary of State's filing fee and a Certified Copy of your new South Carolina Foreign LLC filing. Also add the cost of a good standing certificate from your home state.
If you choose us to help you Form your Foreign LLC in South Carolina our processing fees are $145.00.
This includes:
- Same day processing in of your new South Carolina Foreign LLC order
- SC Name Check and Verification
- Prepare Application for a Certificate of Authority
- File Formation Documents with the South Carolina Secretary of State
- Certified Copies of Formation Documents
- South Carolina Foreign LLC Checklist
- Priority Mail Delivery
- Unlimited Customer Support
If you are ready to Form a South Carolina Foreign LLC, choose which South Carolina
Foreign LLC options that you want below then click the Next Step button.
If you have any questions regarding our South Carolina Foreign LLC services you can call us at
855-771-2477 or email us at
CorpServices@AllBizDocs.com.
South Carolina Foreign LLC Cost Estimator
Our SC Foreign Qualfication Services include:
(These services are included in our processing fees)
Optional South Carolina Foreign Qualification Services
(Choose options, cost is updated automatically)
- Express Mail - $35
explain
If you really need your original approved Application for a Certificate of Authority in your hands quickly, the
Express Mail option can cut the delivery time in half.
The Express Mail option has no effect on the South Carolina Secretary of State's processing time.
-
S Corporation Election - $50
explain
S Corporations are taxed differently than C Corporations.
With an S Corporation, business profits may be "passed through" directly to the shareholders.
This avoids the double tax on both corporate and shareholder profits.
S Corporations do not pay any South Carolina Corporate Income Tax.
We can prepare the S Corporation Election form for you and include it with your final Foreign LLC documents pakage.
-
SC Registered Agent - $135
explain
Every South Carolina Foreign LLC is required to have an address within the state of South Carolina where
official and legal correspondence can be delivered.
The individual or company that is registered with the state of South Carolina to receive all correspondence
on behalf of the Foreign LLC is called a Registered Agent.
You may act as your own Registered Agent, however, many Foreign LLCs hire a Registered Agent because they don't have a physical address within
South Carolina or to provide a distinct level of privacy.
We can act as your South Carolina Foreign LLC Registered Agent.
This is an annual service.
We will forward all correspondence to you and will remind you when it is time to renew your SC Registered Agent services.
-
SC Good Standing Certificate - $68
explain
A South Carolina Good Standing Certficate is proof of the existence of your new South Carolina Foreign LLC.
The Certificate is issued by the South Carolina Secretary of State and is proof that your SC Foreign LLC is not behind on any
of its South Carolina Secretary of State Corporate obligations.
A South Carolina Good Standing Certificate is often required for loans, to apply for business licenses, or for tax or other business purposes
in the state of South Carolina or in any other state.
We can get your South Carolina Good Standing Certificate immediately after the South Carolina Secretary of State has approved your Foreign LLC filing.
-
Federal EIN - $65
explain
An FEIN is like a Social Security Number for your South Carolina Foreign LLC.
We can get your FEIN on the same day that your Application for a Certificate of Authority are approved by the South Carolina Secretary of State.
You can get your FEIN before your articles are approved by the South Carolina Secretary of State but it's a good idea to wait until
after approval.
Your filing may be rejected or the Foreign LLC name that you want may not be approved.
Changing information on an FEIN filing is not a trivial exercise with the IRS.
-
Foreign LLC Kit and Seal - $99
explain
While you're not required to have a Foreign LLC Kit and Seal for your new South Carolina Foreign LLC they do come in handy.
The SC Foreign LLC Kit consists of a beautiful customized binder, stock certificates, a stock ledger
and your custom Foreign LLC Seal.
The Foreign LLC Seal is used to emboss important company documents, such as stock certificates.
The binder also includes dividers so you can use it for all of your South Carolina Foreign LLC record keeping.
-
Business License Research - $175
explain
Most new South Carolina Foreign LLCs are required to get some kind of state, regional or local permits or business licenses.
The task to figure out exactly what you need can be daunting.
We can determine exactly which forms you need to fill out, fill them out for you and file the forms with the appropriate government agency
where possible.
GOOD STANDING CERTIFICATE
You will need a Good Standing Certificate from your home state that is no older than 30 days.
Choose your home state from the list, the price of the certificate below will be updated automatically.