How to Dissolve an LLC in South Carolina

Closing a South Carolina LLC takes more than one filing. The Secretary of State ends the entity on the state's records, but the South Carolina Department of Revenue (SCDOR), the South Carolina Department of Employment and Workforce (DEW), and your city or county each keep their own accounts or licenses open until you close them. Miss one and the LLC can keep generating bills, notices, or returns long after you stopped operating. This guide covers how to dissolve an LLC in South Carolina, from the internal vote through the final state filing.

Disclaimer: This article is informational content, not legal or tax advice. Dissolving an LLC can affect debts, personal liability, contracts, and taxes. Talk with a South Carolina attorney and a CPA before you start, especially if the company owes money, has employees, or holds a lease.

What South Carolina Calls the Filing

If you searched for south carolina articles of dissolution, you will not find a form by that exact name for an LLC. South Carolina uses Articles of Termination. Dissolution is the event that starts the process, winding up is the work of settling the company's affairs, and the Articles of Termination is the document you file with the Secretary of State to end the entity on the state's records. Many guides use these words interchangeably, so when a page says dissolution, check that it points you to the Secretary of State's current termination filing.

What You Need Before You Start

Gather these items first. Most delays come from a missing account number or a login nobody can find.

• The LLC's operating agreement and any amendments, which control how members approve the closure
• The exact legal name of the LLC as it appears in the Secretary of State's business search
• A Business Entities Online account, or the ability to create one
• A payment method for the $10 Articles of Termination fee
• The LLC's federal Employer Identification Number (EIN) and the login for your MyDORWAY account
• A list of creditors, vendors, landlords, lenders, and open contracts
• Bank statements and a complete inventory of company assets, including equipment, inventory, and money owed to the company
• Your local business license number, if a city or county issued one
• Your DEW unemployment account number, if the LLC had employees
• Any retail food permit, contractor license, or other industry license the business held

Step 1: Choose Voluntary Termination or Administrative Dissolution

An LLC can end in two ways. In a voluntary termination, the owners decide to close the business and file the paperwork themselves. In an administrative dissolution, the Secretary of State dissolves the LLC on its own. The Secretary of State can take that action when fees or taxes go unpaid, and it can do so 60 days after the amounts are due.

Administrative dissolution is the worse outcome. An administratively dissolved LLC can only wind up its affairs. It cannot carry on ordinary business. Reinstatement is available within 2 years for a $25 fee, and it requires a tax compliance certificate from the SCDOR. If more than 2 years have passed, ask an attorney what options remain.

If you are closing on purpose, file a voluntary termination and avoid the administrative route. Before you start, search the entity on the Secretary of State's business search at businessfilings.sc.gov and check whether any fees or taxes are already past due.

Step 2: Approve the Dissolution in Writing

Your operating agreement controls how the decision gets made. Read it for the approval threshold, any notice requirements, and who has authority to sign for the company. Then document the decision in a written consent or in meeting minutes, signed by the members, with the date and the vote recorded. Keep the document with your company records.

A single-member LLC still needs a signed written record of the decision. If the operating agreement is missing or silent on approval, ask a South Carolina attorney what the LLC needs to show before you proceed.

Step 3: Wind Up the Company's Affairs

Winding up is the stage where the LLC settles what it owes and what it owns. Stop taking new work or new orders, collect what customers owe, sell or dispose of company property, and pay debts. The order matters. Creditors are paid before any money or property goes to the members. Once debts are paid or properly provided for, the remaining assets can be distributed to the members under the operating agreement.

Keep a running ledger throughout this stage. A simple spreadsheet listing each asset sold, each debt paid, and each distribution is the record you will want if a creditor, a bank, or a tax examiner asks questions later.

Step 4: Notify Known Creditors

Send written notice to every creditor you know about, including vendors, lenders, landlords, and anyone with a pending claim. The notice must set a deadline for claims, and that deadline must be at least 120 days after the notice. Send each notice by a method you can prove, such as certified mail, and keep a copy of each letter with its delivery receipt.

Unknown creditors raise a separate question. Ask your attorney how to handle them before you finish winding up, since a claim you did not know about can surface after the LLC has closed.

Step 5: Close Your SCDOR Accounts on MyDORWAY

Log in to MyDORWAY, the SCDOR's online portal, and close each account the LLC holds with the state. That usually includes a retail license, a withholding account, and any other registration you opened through the Business Tax Application. File the final return each account requires before you close it. Closing an account while a return is still due leaves the state with an open period to chase.

Final income tax filings depend on how the LLC is taxed. A single-member LLC and a multi-member LLC file differently, and an LLC that elected to be taxed as a corporation has its own corporate filings. Ask your CPA which returns apply. Also ask the SCDOR whether a tax compliance certificate can be issued for a closed account, since reinstatement requires one and you will want to know that before you need it.

Step 6: Close the DEW Unemployment Account

If the LLC had employees, it likely had an unemployment insurance account with DEW. Confirm that all wage reports and contributions are filed through the final period. Then notify DEW that the business is closing and request that the account be closed. Keep DEW's written confirmation. Check with DEW for its current closure steps and any final reporting it requires, since the process can change.

Step 7: Handle the Local License and Business Personal Property

South Carolina has no general statewide business license, so the local office is where you close the license. Most cities levy a business license tax. Nine counties do as well: Beaufort, Charleston, Dorchester, Horry, Jasper, Marion, Orangeburg, Richland, and Sumter. The local license year runs May 1 to April 30, and renewals are due April 30 through localblrenewal.com.

Notify the city or county that issued your license that the business is closing. Ask whether any amount is owed for the current license year, and get the answer in writing. Depending on your business classification and county, the business personal property return is filed with the SCDOR or with your county auditor. Mark your final business personal property return as the final return, and confirm with the office where you file how to do that and whether a final return is needed for the year you close.

Step 8: Close Industry Licenses and Permits

Some businesses hold licenses that sit outside the Secretary of State filing. Retail food permits come from the South Carolina Department of Agriculture, not DHEC, which was split in 2024. Contractor licensing begins above $10,000 for commercial work, and residential specialty registration begins above $500. If your LLC held any of these, contact the issuing agency to surrender or close the license. Check with each agency for its closure steps, and ask it to confirm in writing that the account is closed.

Step 9: File Articles of Termination with the Secretary of State

Once the steps above are finished, file the Articles of Termination through Business Entities Online at businessfilings.sc.gov. The filing fee is $10 under S.C. Code Sections 33-44-805 and 33-44-1204. Confirm the current form and fee on the Secretary of State's business entities page before you pay.

The South Carolina Business One Stop reports that documents filed online through Business Entities Online are returned within 24 to 48 business hours. The Secretary of State does not publish a separate expedited tier. Mailed and in-person filings take longer, and no mail turnaround window is published, so online filing is the practical choice for most owners.

Step 10: Confirm the Record and Keep Your Files

After processing, search the entity again on the business search and confirm the record reflects the termination. Then assemble a closure binder containing the operating agreement, the written approval, creditor notices and delivery receipts, the distribution ledger, final tax returns, each agency's closure confirmation, and the filed Articles of Termination. Keep these records for as long as your CPA or attorney recommends.

Expected Results

When the closure is complete, the Secretary of State's record should show the LLC as terminated, and each state, local, and unemployment account should have written confirmation of closure. Creditors and members should have received their final notices. Timelines vary with the company's debts, contracts, and tax history. Open tax, unemployment, or local accounts are the most common reason a closure runs long, so treat the state filing as one step in a larger process rather than the whole job.

Common Mistakes to Avoid

• Filing the termination first. Winding up and creditor notice should come before the state filing.
• Assuming the LLC closes itself. South Carolina LLCs file no annual report, so no annual filing will end the business. Unpaid fees or taxes can lead to administrative dissolution instead.
• Paying members before creditors. Debts come first, and distributions made too early can create liability questions for the members.
• Forgetting the MyDORWAY accounts. Sales tax, withholding, and other state accounts stay open until you close them.
• Overlooking the local license. Most cities and nine counties levy a license tax, and the license year runs May 1 to April 30.
• Missing the DEW account. If the LLC had employees, the unemployment account needs its own closure.
• Continuing to operate. An administratively dissolved LLC can only wind up, and new business activity after termination can raise liability questions an attorney should review.
• Skipping written records. Without the approval document, creditor notices, and agency confirmations, you have little to show if a question comes up later.

Tips for a Smoother Closure

• Start with the tax accounts. They generate the most follow-up, so the sooner they are closed, the sooner the rest of the list shrinks.
• Calendar the 120-day claims deadline so you and your attorney can decide when member distributions are safe to make.
• Close the business bank account only after the final distribution clears and no transactions are pending.
• Save a copy of every filing, payment receipt, and confirmation as you go, not at the end.
• Confirm the fee on the Secretary of State's page before you pay, since fees can change.

When to Get Professional Help

Hire an attorney and a CPA if the LLC has unpaid debts, pending lawsuits, a lease with remaining term, employees, a dispute among members, or a notice of administrative dissolution. Ask your CPA whether the LLC's tax classification changes which final returns apply.

Disclaimer: This article is informational content, not legal or tax advice. Requirements, fees, and agency processes can change. Confirm each step with the South Carolina Secretary of State, the SCDOR, DEW, and your local licensing office before you act.