How to Dissolve an LLC in South Carolina: Complete 2026 Guide

How to Form an LLC: Step-by-Step

1. 1

   Vote to Dissolve

   Closing a South Carolina LLC begins with a documented decision to dissolve, and that decision sets a date you will need later. Your operating agreement controls, so read what it says about dissolution votes, required percentages and notice to members before you do anything else. If it is silent on dissolution, take written consent from every member rather than relying on a conversation. Write it up as a signed consent naming the LLC, confirming the members approved dissolution, and stating the date of dissolution, because the Articles of Termination require you to state that date on the form.

   Pro tip: Record the date of dissolution precisely at the vote. It is one of the three things the Articles of Termination ask for, and reconstructing it from memory months later is how filings get rejected.
2. 2

   File Articles of Termination with the South Carolina Secretary of State

   After the LLC has wound up its business, file Articles of Termination with the South Carolina Secretary of State under S.C. Code Ann. Sec. 33-44-805. The filing fee is $10, which is among the lowest in the country. The form is short by design: it states the company name, the date of dissolution, and that the business has been wound up and its legal existence terminated. Online filing is available through the South Carolina Business Entities Online system for changes to existing entities. The state does not publish a standard processing time, so treat the turnaround as variable.

   Pro tip: Read the certification before you sign it. You are stating that winding up is finished, so make sure debts are paid or provided for and assets are distributed before this form goes in, not after.
3. 3

   Notify Creditors and Settle Debts

   For known claimants, S.C. Code Ann. Sec. 33-44-807 requires written notice setting a claim deadline of not less than 120 days after the claimant receives the notice. If you reject a claim that arrived on time, the claimant then has 90 days from receiving your rejection to start a proceeding. Separately, Sec. 33-44-808 permits, but does not require, a dissolved LLC to publish notice aimed at unknown claimants. That is your choice, not an obligation. Build the known-claimant list from your own records: lenders, landlords, suppliers, contractors, and anyone holding a deposit or an open warranty claim.

   Pro tip: Send notices by certified mail with return receipt requested. The period the statute names runs from when the claimant receives the notice, so the delivery receipt is what makes your deadline enforceable.
4. 4

   Close South Carolina State Tax Accounts

   South Carolina does not require a tax clearance certificate to file Articles of Termination for a voluntary termination. A South Carolina Department of Revenue tax compliance letter comes up only for reinstatement after an administrative dissolution, so nobody should be telling you to chase one before a voluntary filing. Closing your tax accounts is still the right thing to do, just not a gate on the filing. File the final state returns the LLC owes, pay any remaining balance, and close the registrations the company actually holds, including sales and use tax and employer withholding if you had employees.

   Pro tip: If a service provider tells you the Secretary of State needs a Department of Revenue clearance letter before it will accept your Articles of Termination, that is the requirement for reinstatement after administrative dissolution, not for a voluntary one.
5. 5

   Deactivate Your EIN with the IRS

   The IRS cannot cancel an EIN, but it can deactivate it once any outstanding returns are filed and taxes owed are paid. See the FAQ below for the letter and mailing addresses. File the final federal return first: Form 1065 for a multi-member LLC, Form 1120-S if you elected S corporation treatment or Form 1120 if you elected C corporation treatment, each with the final return box checked, or the owner's return (Schedule C for most business activity) for a single-member LLC that never elected corporate treatment.

   Pro tip: Send the deactivation letter after the final return, not before.
6. 6

   Distribute Remaining Assets to Members

   Assets leave in order. Creditors are paid or provided for first, including any claims still running under your Sec. 33-44-807 notices and any tax balance the final returns turn up. Only what is left after that goes to the members. Follow the distribution provisions in your operating agreement, and if it does not address the question, distribute in proportion to the members' ownership interests. Record each distribution with a date, an amount, and a description of any property transferred in kind instead of sold, because those records support each member's basis calculation on their personal return.

   Pro tip: Do not distribute while a claim deadline you set is still open. The Articles of Termination ask you to certify winding up is complete, and it is not complete while a timely claim could still arrive.
7. 7

   Confirm Dissolution is Complete

   Once the Articles of Termination are processed, look the LLC up in the South Carolina Secretary of State's business entity records and save a copy of the entry showing its terminated status. Because the state does not publish a standard processing time, check back rather than assuming a date. Keep one dissolution file containing the signed member consent with the date of dissolution, the stamped Articles of Termination, the written creditor notices and delivery receipts, any claim rejections you issued, the final federal and state returns, and the schedule of member distributions.

   Pro tip: Save a dated PDF of the state record, not a phone screenshot. Banks, insurers and the IRS ask for proof of the termination date long after you have stopped thinking about the company.

Winding-Up Checklist

• Cancel all South Carolina business licenses and permits

  State and municipal licenses survive the company unless you cancel them. Contact each issuing agency or city so renewal notices, inspection fees and late penalties stop arriving.

• Close business bank accounts

  Close accounts only after the last check clears, distributions are made and refunds have landed. Cancel business credit cards in writing and keep the closing statements with your dissolution file.

• Cancel business insurance policies

  Give each carrier the termination date and ask what happens to a claim reported after the policy ends. Tail or run-off coverage matters most for professional and product liability.

• Notify vendors, suppliers, and customers in writing

  Set a final service date, clear open invoices in both directions, and cancel auto-renewing contracts and subscriptions so nothing keeps billing an entity that no longer exists.

• File final payroll tax returns and W-2s (if you had employees)

  File the final federal and South Carolina employer returns, deposit the last withholding, and issue W-2s to employees and 1099-NEC forms to contractors before you close the payroll accounts.

• Retain business records per South Carolina retention requirements

  The verified data behind this guide does not set a retention period for dissolved South Carolina LLC records, so do not guess at a cutoff. Keep the creditor notices, the stamped filing and the final returns together.