How to Dissolve an LLC in South Carolina: Steps & Cost (2026)

Fact-checked by the LegalGlass editorial team against primary sources · Published Aug 6, 2026 · Last updated Aug 6, 2026

To dissolve a South Carolina LLC, get the members' approval, wind up the business, and file Articles of Termination under S.C. Code § 33-44-805 with the South Carolina Secretary of State for a $10 filing fee. Before you terminate, settle debts, distribute remaining assets, and file final federal and South Carolina tax returns. South Carolina does not require a tax-clearance certificate for an LLC, but skipping the final returns leaves obligations running.

Quick Answer

Form
Articles of Termination (S.C. Code § 33-44-805)
Filing fee
$10 (2026), to the Secretary of State
Agency
South Carolina Secretary of State - Business Entities Online
Wind-up basis
S.C. Code § 33-44-803 - collect assets, pay creditors, distribute
Tax clearance
Not required for an LLC; still file final returns
Federal step
File final IRS return, close the EIN business account

Dissolution vs. Termination in South Carolina

South Carolina's Uniform Limited Liability Company Act of 1996 (Title 33, Chapter 44 of the South Carolina Code) treats closing an LLC as a two-stage process. First the LLC is dissolved - a triggering event, such as a member vote, that starts the clock. Second, the LLC winds up its affairs and then files Articles of Termination to end its legal existence. Dissolution begins the wind-up; termination ends the entity. Understanding the difference matters, because a dissolved-but-not-terminated LLC still legally exists, must keep a registered agent, and can still be sued.

This guide walks through the full sequence for a standard member-managed or manager-managed LLC. For the national framework and how other states compare, see our how to dissolve an LLC hub and how to close a business.

Step 1: Approve the Dissolution

Start with your operating agreement. Most agreements spell out how the members decide to dissolve - often a majority or unanimous vote. If your agreement is silent, the default rules in S.C. Code § 33-44-801 govern the events that cause dissolution, including the consent of all members. Document the decision in writing (a written consent or meeting minutes) and record the effective date. This paper trail protects the members if a creditor or a departing member later questions the wind-up. Single-member LLCs simply record the owner's decision; see single-member LLC.

Step 2: Wind Up the Business

Once dissolution is triggered, the LLC enters winding up under S.C. Code § 33-44-803. During this phase the company continues to exist for the limited purpose of closing down: it stops taking on new business, collects and liquidates assets, discharges liabilities, and distributes any remainder to members. Practical tasks include:

South Carolina gives you tools to limit lingering liability. Under § 33-44-806 you can dispose of known claims by sending creditors written notice describing the claim and setting a deadline. Under § 33-44-807 you can address unknown claims by publishing notice, which shortens the window in which future claims can be brought. Following these statutory steps is what protects members from personal exposure after the money is distributed.

Step 3: Pay Creditors and Distribute Assets

South Carolina law sets the order in which the LLC's assets are applied when it winds up. Under § 33-44-808, the company first pays or provides for its creditors, including members who are creditors. Only after obligations are satisfied are the remaining assets distributed to members - generally in proportion to their contributions or as the operating agreement directs. Distributing assets to members before creditors are paid can make those members personally liable, so this ordering is not optional. Keep a clear ledger of every payment and distribution.

Step 4: File Final Tax Returns

Before or alongside termination, close out taxes. File your final federal return and check the "final return" box: a single-member LLC reports on the owner's Schedule C, a multi-member LLC files a final Form 1065, and an LLC taxed as an S-corp files a final Form 1120-S. File your final South Carolina returns with the South Carolina Department of Revenue, pay any balance due, and close your state withholding and sales tax accounts if you had them. South Carolina does not require a tax-clearance certificate to terminate an LLC, but unpaid state taxes remain collectible from the business and, in some cases, responsible parties. See how to file business taxes and business tax.

Step 5: File Articles of Termination (§ 33-44-805)

When wind-up is complete, file Articles of Termination with the South Carolina Secretary of State under S.C. Code § 33-44-805. The $10 filing fee applies, and you can file through Business Entities Online, by mail, or in person at the Columbia office. The form asks for:

  1. The LLC's exact name.
  2. The date the Articles of Organization were originally filed.
  3. The date of dissolution.
  4. A statement that the LLC has wound up its business and is terminating its existence.
  5. The signature and capacity of the person signing.

Once the Secretary of State files the Articles of Termination, the LLC's legal existence ends. Keep the stamped confirmation permanently. If you later discover an overlooked asset, the wind-up provisions still allow limited action, but the clean approach is to resolve everything before filing.

Step 6: Close the EIN and Remaining Accounts

Finish by closing the administrative footprint. Cancel any state and local licenses and permits, close the business bank accounts, and notify vendors. Ask the IRS to close the LLC's business account associated with its EIN by sending a letter with the legal name, EIN, and reason for closing; the IRS keeps the number on file but marks the account closed. Review the IRS closing-a-business checklist to confirm you have filed every final return and information statement, including any final payroll forms and Forms 1099. An EIN is never reassigned to another taxpayer, so closing the account simply signals that the business is no longer active; if you ever reopen under the same legal entity you can ask the IRS to reactivate it. See lost EIN if you need to locate the number first, and EIN and bank accounts for how closing the business affects banking.

South Carolina Dissolution Costs (2026)

Closing a South Carolina LLC is inexpensive at the state level. The core state charge is the $10 Articles of Termination fee; the larger costs are usually final tax payments and any professional help you engage. Amounts below are effective for 2026 and are set by the state.

ItemWhereCost (2026)
Articles of Termination (§ 33-44-805)Secretary of State$10
Final federal return (final box checked)IRSNo fee
Final South Carolina returnDepartment of RevenueTax due, if any
Close IRS EIN business accountIRS (letter)No fee
Tax-clearance certificateNot required for LLCN/A

For a broader comparison, see cost to dissolve an LLC and South Carolina LLC cost.

What Happens If You Don't Dissolve

Abandoning an LLC without terminating it is a common and costly mistake. The entity keeps existing, so it must keep a registered agent and remains a target for lawsuits and creditor claims. Tax obligations continue: you may still owe returns and could accrue penalties. And because the LLC stays on the public record, an old, inactive company can complicate your credit, future ventures, and personal liability picture. Owners sometimes assume that simply not filing anything will make the LLC quietly disappear, but South Carolina has no automatic sunset that terminates a dormant LLC on your behalf - the entity remains on the books until you affirmatively file Articles of Termination. Formal termination draws a clean line and stops the clock on those exposures. For the risks in detail, see what happens if you don't dissolve an LLC.

Frequently Asked Questions

What form dissolves an LLC in South Carolina?

Articles of Termination under S.C. Code § 33-44-805, filed with the South Carolina Secretary of State for a $10 fee. Filing ends the LLC's legal existence once you have wound up the business.

How much does it cost to dissolve an LLC in South Carolina?

The state filing fee is $10. There is no dissolution tax, but you must still pay any final tax due to the Department of Revenue. See cost to dissolve an LLC.

Do I need tax clearance to dissolve a South Carolina LLC?

No. South Carolina does not require a tax-clearance certificate to file LLC Articles of Termination. You should still file final returns marked "final" and pay any balance due first.

What happens if I don't formally dissolve my LLC?

The LLC keeps existing, must maintain a registered agent, and stays exposed to taxes, fees, and lawsuits. Termination stops those obligations.

Can members still act for the LLC after dissolution?

Only to wind up - collecting assets, paying creditors, and distributing the remainder under § 33-44-803. The LLC cannot carry on ordinary business after dissolution.

How do I handle creditors when dissolving?

Give written notice of a deadline for known claims under § 33-44-806 and publish notice for unknown claims under § 33-44-807. These steps limit members' later exposure.

Related

Sources

  1. South Carolina Code - § 33-44-801, Events causing dissolution.
  2. South Carolina Code - § 33-44-802, Dissolution proceedings.
  3. South Carolina Code - § 33-44-803, Winding up.
  4. South Carolina Code - § 33-44-805, Articles of termination.
  5. South Carolina Code - § 33-44-806, Known claims against dissolved LLC.
  6. South Carolina Code - § 33-44-807, Other claims against dissolved LLC.
  7. South Carolina Code - § 33-44-808, Distribution of assets.
  8. South Carolina Legislature - Title 33, Chapter 44 (Uniform LLC Act of 1996).
  9. South Carolina Secretary of State - Business Entities Online (filings).
  10. South Carolina Secretary of State - Termination / dissolution forms.
  11. South Carolina Department of Revenue - Business tax accounts (close accounts).
  12. IRS - Closing a Business (final returns checklist).
  13. IRS - Canceling an EIN / Closing Your Account.

LegalGlass provides general information for educational purposes and is not a law firm or a substitute for advice from a licensed attorney or tax professional. Laws, fees, and forms change; verify current requirements with the South Carolina Secretary of State and Department of Revenue before acting.