South Dakota LLC Cost and Filing Fees (2026)
A South Dakota LLC costs $150 to form when the Articles of Organization are filed electronically, or $165 on paper. The recurring cost is the annual report: $55 electronically, $70 on paper. South Dakota levies no corporate or personal income tax.
Quick Answer
- Articles of Organization
- $150 electronic / $165 paper
- Annual report
- $55 electronic / $70 paper
- Foreign certificate of authority
- $750 electronic / $765 paper
- Articles of Termination
- $10
- Reinstatement
- $150 plus delinquent reports and fees
- Certificate of good standing
- $20 electronic / $35 paper
- State income tax
- None - no corporate or personal income tax
Cost to Form a South Dakota LLC
The one required upfront charge is the fee to file Articles of Organization with the South Dakota Secretary of State. The Secretary of State's fee schedule sets it at $150 for an electronic filing and $165 on paper - the $15 difference is the state's paper filing surcharge, which applies across most South Dakota business filings. Filing electronically is therefore the default choice unless you have a specific reason to submit on paper.
South Dakota LLCs are governed by South Dakota Codified Laws Chapter 47-34A, the state's Limited Liability Company Act. Filing the Articles is the act that brings the LLC into legal existence. Nothing else is required to create the entity - no publication requirement, no initial report, no organization tax. See South Dakota articles of organization and South Dakota certificate of formation for the filing itself, and how to form an LLC for the general path.
The Annual Report: $55 Online
The recurring cost of a South Dakota LLC is the annual report. The Secretary of State's fee schedule lists it at $55 for an electronic filing and $70 on paper. The report confirms the entity's registry details - name, principal office, registered agent, and management - and is due on the schedule the Secretary of State assigns to the entity based on its registration date. Check the exact due date on the entity's record before relying on a remembered month.
Letting the report lapse is the expensive path. Reinstating a South Dakota LLC costs $150 plus delinquent reports and fees, so a $55 filing that is ignored can compound into several hundred dollars plus the administrative work of restoring good standing. If your business depends on a certificate of good standing for a lender, a landlord, or an out-of-state registration, the lapse also blocks that until it is cured.
Foreign LLCs Pay $750
South Dakota is one of the most expensive states in which to register an out-of-state LLC. The Secretary of State's fee schedule sets the Certificate of Authority for a foreign LLC at $750 electronically and $765 on paper - five times the domestic formation fee. A foreign master series LLC certificate of authority runs $800.
That gap changes the calculus for a company deciding whether it must register. If your South Dakota activity genuinely constitutes transacting business, registration is required regardless of cost. But it is worth confirming against Chapter 47-34A that your activity crosses the line before paying $750, rather than registering defensively. By contrast, a South Dakota-formed LLC pays $150, and a series LLC's master Articles of Organization cost $200.
South Dakota LLC Fee Table (2026)
All amounts below are from the South Dakota Secretary of State's published filing-fee schedule. Paper amounts include the state's paper filing surcharge.
| Filing | Electronic | Paper | When |
|---|---|---|---|
| Articles of Organization (domestic LLC) | $150 | $165 | One-time, at formation |
| Annual report (domestic LLC) | $55 | $70 | Every year |
| Certificate of Authority (foreign LLC) | $750 | $765 | One-time, on entering SD |
| Amended or restated Articles (domestic) | $60 | As needed | |
| Statement of Change of Registered Agent and/or Address | $10 | As needed | |
| Articles of Termination | $10 | At close | |
| Reinstatement | $150 + delinquent reports and fees | After administrative dissolution | |
| Certificate of good standing / existence | $20 | $35 | Optional |
| Master series LLC Articles of Organization (domestic) | $200 | One-time | |
| Federal EIN | $0 | One-time | |
First-Year vs Ongoing Cost
In year one, the required state cost for a South Dakota LLC formed online is the $150 Articles of Organization fee. In every year after, it is the $55 annual report. Add a commercial registered agent's fee if you use one - the state does not set that price - and any local licensing your city or county requires. A federal EIN costs nothing.
That puts South Dakota in the moderate band for formation and the low band for recurring cost. Compare it against other states with how much an LLC costs. The headline advantage is not the filing fee at all - it is the absence of a state income tax, discussed next.
South Dakota Has No State Income Tax
South Dakota imposes no corporate income tax and no personal income tax. An LLC's profits are not taxed at the state level, and the members owe no South Dakota income tax on their distributive shares. There is also no franchise tax on LLCs, so the $55 annual report is the only recurring charge the state registry imposes.
What South Dakota does levy is sales and use tax, administered by the South Dakota Department of Revenue. A business making retail sales in South Dakota generally needs a sales tax license and files returns on the Department's schedule. Contractors' excise tax applies to certain construction work. Confirm the current sales tax license fee, rate, and filing frequency directly with the Department of Revenue before budgeting - those figures change and should not be interpolated. See South Dakota LLC tax filing requirements and the national business tax overview.
Federal tax still applies in full. Under IRS rules a multi-member LLC defaults to partnership treatment and a single-member LLC is disregarded, unless the LLC elects corporate or S corporation status. Members of a pass-through LLC generally owe federal self-employment tax on their share of business income - estimate it with the self-employment tax calculator and compare structures with S-corp vs LLC.
Registered Agent Cost
Every South Dakota LLC must maintain a registered agent with a South Dakota address. The state charges nothing for having one, but it charges $10 to file a Statement of Change of Registered Agent and/or Address when the agent or address changes. If you act as your own agent the ongoing cost is zero; if you hire a commercial agent, that company sets its own annual fee. Details are in South Dakota registered agent requirements and the national registered agent guide.
Optional and Third-Party Costs
Several charges are optional and depend on circumstance rather than on any legal requirement:
- Certificate of good standing - $20 electronic, $35 paper. Needed when a bank, lender, or another state's filing office asks for proof of status.
- Amended or restated Articles - $60, if you change the LLC's name or other filed particulars.
- Trade name registration - if you operate under a name other than the registered one. See South Dakota DBA filing and what a DBA is.
- Trademark - state registry names carry no nationwide brand rights; federal registration is separate. See trademark registration.
- Operating agreement drafting - not filed with the state, but the document that actually governs the company. See South Dakota LLC operating agreement.
- Local licenses - municipal and county requirements are separate from state registration. See business licenses.
Cost to Close a South Dakota LLC
Ending a South Dakota LLC is inexpensive at the registry level: Articles of Termination cost $10. What costs money is not terminating. An LLC that stops operating but stays on the register keeps owing the $55 annual report, and once it is administratively dissolved the reinstatement price is $150 plus every delinquent report and fee.
Before terminating, wind up the business, settle liabilities, close the Department of Revenue tax licenses, and file final federal returns marked as final. Confirm entity status through the South Dakota business entity search. The full sequence, including the federal steps, is in how to dissolve an LLC. Terms used on this page are defined in the glossary, and what an LLC is covers the underlying structure.
Frequently Asked Questions
How much does it cost to start an LLC in South Dakota?
$150 to file Articles of Organization electronically, or $165 on paper. A federal EIN is free.
What is the South Dakota LLC annual report fee?
$55 electronic, $70 paper, filed with the Secretary of State each year.
How much does a foreign LLC pay to register in South Dakota?
$750 electronically, $765 on paper, for the Certificate of Authority - five times the domestic formation fee.
Does South Dakota have a state income tax on LLCs?
No. There is no corporate or personal income tax. Sales and use tax still applies through the Department of Revenue.
What does it cost to reinstate a dissolved South Dakota LLC?
$150 plus all delinquent reports and fees.
How much does it cost to close a South Dakota LLC?
Articles of Termination cost $10. Close tax licenses and file final federal returns as well.
Related
- How much does an LLC cost? (cluster hub)
- South Dakota articles of organization
- South Dakota certificate of formation
- South Dakota registered agent requirements
- South Dakota LLC tax filing requirements
- South Dakota LLC operating agreement
- South Dakota business entity search
- South Dakota DBA filing
- How to dissolve an LLC
Sources
- South Dakota Secretary of State - Filing Fees ($150/$165 Articles of Organization; $55/$70 annual report; $750/$765 foreign certificate of authority; $10 termination; $150 reinstatement; $20/$35 good standing).
- South Dakota Secretary of State - Corporations (business filings and entity records).
- South Dakota Secretary of State - Limited Liability Company forms.
- South Dakota Legislature - SDCL Chapter 47-34A, Uniform Limited Liability Company Act.
- South Dakota Department of Revenue - Business Taxes (sales and use tax; contractors excise tax).
- South Dakota Department of Revenue - Sales and Use Tax.
- IRS - Limited Liability Company (LLC) (default federal classification).
- IRS - Get an Employer Identification Number (free EIN).
- IRS - Self-Employment Tax.
- IRS - About Form 1065 (partnership return).
- Legal Information Institute (Cornell) - 26 CFR 301.7701-3 (entity classification election).
LegalGlass provides general information for educational purposes and is not legal advice, is not a law firm, and is not a substitute for advice from a licensed attorney or tax professional. Laws, fees, and thresholds change; verify current amounts with the South Dakota Secretary of State and the South Dakota Department of Revenue before acting.