How To Fill Out The South Carolina Articles of Organization
The South Carolina Articles of Organization is the official document filed with the South Carolina Secretary of State to establish a Limited Liability Company (LLC). After the filing is approved by the state, the LLC officially transact business and register for the necessary business licenses and permits.
To form a South Carolina Limited Liability Company, you will need to submit the completed Articles of Organization form to the South Carolina Secretary of State. The form can be completed and sent by mail or filed online.
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Let’s go over how to fill out the LLC Articles of Organization in South Carolina. To get started, visit the South Carolina Secretary of State’s website to download the form.
Step 1: Pick a Name for the LLC
The first step in filling out the South Carolina Operating Agreement is to pick a business name.
There are a couple of requirements when choosing a South Carolina LLC name.
1. The name of your LLC must not be too similar to the name of another business entity already registered with the state of South Carolina. You can verify name availability by doing a South Carolina LLC name search with the South Carolina Secretary of State to be sure the LLC name is available.
2. The name of the LLC must include one of the following entity identifiers at the end of the business name:
– Limited Liability Company
– Limited Company
– Ltd. Co.
Enter the LLC name including the identifier to continue. If you choose a name that is taken, the Secretary of State will return your application.
Step 2: Provide the Address of the Initial Designated Office
The address of the Initial Designated Office may be, but is not required to be, the actual place of the business. It can also be the main location where the business records are kept.
A physical address in the state of South Carolina must be used for the Initial Designated Office as P.O. Boxes are not acceptable.
Step 3: Appoint the Initial Agent for Service of Process
One requirement to have an LLC in South Carolina is to appoint a South Carolina Agent for Service of Process (also referred to as a Registered Agent). The Agent for Service of Process is a party that is located in the state of South Carolina that will receive important notices and service of process (which means to accept papers that start a lawsuit) on behalf of the LLC. The address of the registered office must be a physical street address as a PO Box isn’t allowed.
Provided the LLC member lives in the state of South Carolina and is generally available during business hours, they may act as the Agent for Service of Process. Additionally, any adult resident of the state, attorney or accountant in the state, or a Registered Agent Service can also act as the Agent for Service of Process.
Step 4: List Names of the Organizers
The Organizer is someone who is involved with the LLC formation. The Organizer may or may not be a member, such as a mentor, attorney, or accountant, but any of the initial member(s) could be listed as an organizer.
At least one organizer is required to be listed.
Step 5: Select the Term of the LLC
The term of the LLC refers to the length of time the LLC is to exist.
Most LLCs will be perpetual as there isn’t a set end date in mind for the business. However, if there is a predetermined date the LLC will close, check the box and enter the date. This is more common for investment-related entities.
Otherwise, leave blank.
Step 6: Choose the Management Structure
The next step provides information regarding whether the LLC is Manager-Managed or Member-Managed.
A Member-Managed LLC means the Members are involved with the day-to-day operations of the business. Many LLCs are operated and run by the owner, in which case would be Member-Managed.
A Manager-Managed LLC refers to a Limited Liability Company that hires a manager to run the business, similar to hiring a CEO of a corporation.
If the LLC will be Manager-Managed, check the box and enter the Manager’s name and address.
Step 7: Indicate the Member’s Liability
This is an optional section, but if any of the LLC Members should be liable for the debts and contracts of the LLC, check the box and enter the Member information.
Step 8: Choose a Delayed Effective Date
An option to choose an effective start day is available for up to 90 days in the future. Some will delay the effective date (starting date) of the LLC if they aren’t ready to start the business, but want the filing out of the way or if they are close to the end of a calendar year.
By default, the effective date is the day the Secretary of State files the formation paperwork. Otherwise, enter a different start date.
Step 9: Include Any Additional Provisions
This is an optional section should additional information regarding the regulation of the LLC needs to be included.
Step 10: File the Articles of Organization
Each of the LLC Organizers from step 4 will review the Articles of Organization to ensure the information provided is correct and sign the document.
The completed Articles of Organization and state filing fee should be sent to:
South Carolina Secretary of State’s Office
Attn: Corporate Filings
1205 Pendleton Street, Suite 525
Columbia, SC 29201
You’ve filed your South Carolina LLC Articles of Organization! Now what?
After the LLC is officially filed with the South Carolina Secretary of State, there are a few additional things to follow up on. Below is a list of some of the tasks to consider.
Prepare a South Carolina LLC Operating Agreement
The operating agreement is an internal document that covers items like ownership rights, profit and loss distribution, member responsibilities, and more.
South Carolina Statute § 33-44-103 states that an LLC Operating Agreement is optional. Despite the Operating Agreement not being required, it is recommended to have one as it can help to prevent disputes among members and protect the LLC’s legal status.
Obtain an EIN
The EIN or Employer Identification Number (also called a Federal Employer Identification Number or FEIN) is a unique 9-digit tax identification number that is assigned by the Internal Revenue Service (IRS).
The EIN will be needed before filing business tax returns, opening a business bank account, hiring employees, registering for business licenses and permits, and more.
Related: How to Apply for an EIN