Foreign qualification with the Secretary of State in South Carolina refers to the process by which an out-of-state business seeks permission to operate within the state. This legal requirement ensures compliance with local regulations and allows the business to establish a presence and conduct its activities in South Carolina.
There are 2 different ways to foreign qualify in South Carolina depending on your legal entity type and tax classification. Follow the guide below to help you register with the Secretary of State in South Carolina or use Mosey to do it.
Use Mosey to register with the Secretary of State in South Carolina.
Avoid the hassle of doing it yourself and use Mosey to automate foreign qualification, annual reports, and registered agent service.
South Carolina Foreign Qualification for LLC
Foreign limited liability companies "transacting business" in South Carolina are required to register with the Secretary of State by applying for a certificate of authority (Form F0008). South Carolina, like most states, provides a list of activities considered not "transacting business" instead of defining "transacting business."
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Obtain Certificate of Existence
South Carolina requires a Certificate of Existence (also known as a Certificate of Good Standing) issued from your home state within 30 days.
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Establish a Registered Agent
You must continuously maintain a registered agent in South Carolina designated to accept service of process. Your registered agent can be an individual or a business authorized by the Secretary of State to "transact business" in the state. Note: Your registered agent must have a street address (no P.O. boxes) in South Carolina.
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Register for a Business Entities Online Account
Visit the Secretary of State's Business Entities Online to sign up for an account so you file, search, and retrieve documents electronically.
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Complete Application for a Certificate of Authority
Log in to your Business Entities Online account, then select "Start New Business Filing." Next, verify the availability of your business name through the search box. If the name is available, click "Add New Entity" to start the application for a Certificate of Authority (Form F0008).
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Complete Initial Annual Report
Limited liability companies treated as corporations must submit an Initial Annual Report (Form CL-1) to the South Carolina Department of Revenue as a part of their Application for Authority to Transact Business. File and submit Form CL-1 using your Business Entities Online account.
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Submit Application for a Certificate of Authority
Submit your filled-out application for a certificate of authority and Initial Annual Report (Form CL-1) and pay the associated filing fees.
South Carolina Foreign Qualification for C Corporation
Foreign corporations "transacting business" in South Carolina are required to register with the Secretary of State by filing an Application for Certificate of Authority (Form F0002). South Carolina, like most states, provides a list of activities considered not "transacting business" in lieu of defining "transacting business." Note: Corporations authorized by the Secretary of State to "transact business" in South Carolina must file an annual report and pay a license fee with their annual C Corporation Income Tax Return (Form SC-1120).
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Obtain Certificate of Existence
South Carolina requires a Certificate of Existence (also known as a Certificate of Good Standing) from your home state, issued within 30 days.
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Establish a Registered Agent
You must continuously maintain a registered agent in South Carolina designated to accept service of process. Your registered agent can be an individual or a business authorized by the Secretary of State to "transact business" in the state. Note: Your registered agent must have a physical address in South Carolina, P.O. boxes are not accepted.
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Register for a Business Entities Online Account
You need a Business Entities Online account to access the Application for a Certificate of Authority.
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Complete Application for a Certificate of Authority
Login to your Business Entities Online account then select "New Business Filing". Verify the availability of your business name then click "Add New Entity" to start the application process for the Certificate of Authority (Form F0002).
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Complete Initial Annual Report
After filling out the Application for a Certificate of Authority, you will be prompted to complete your Initial Annual Report (Form CL-1).
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Submit Application for a Certificate of Authority and Initial Annual Report
Submit your filled-out Application for a Certificate of Authority and Initial Annual Report (Form CL-1) and pay associated filing fees.
What else do I need to know?
Once you are registered with the Secretary of State, you may have additional requirements to maintain your "good standing" in the state. Failing to do so can result in fines, back taxes, and forfeiting certain priveleges within the state.
Maintaining a Registered Agent
Most states require that you have a registered agent that can receive important mail from the Secretary of State should they need to contact you. There are many commercial options available or you can use Mosey to be your registered agent and keep your information private in South Carolina.
Annual Reports and Taxes
In addition to maintaining a registered agent, most states require you to file a report annually. Registration can also trigger state taxes such as a franchise tax or income tax. You can use Mosey to identify these additional requirements to maintain good standing in South Carolina.
