Steps to Amend South Carolina Articles of Organization
Limited liability companies (LLC) are authorized by state law to conduct business within South Carolina. But like most things, information about your LLC may change as your business changes. This means that to remain in compliance with state law, you must update this information by filing an amendment to your South Carolina Articles of Organization.
If this sounds overwhelming, don’t worry. Let’s walk through the process of filing Articles of Amendment in South Carolina, when you need to do so, and how we can help.
What are South Carolina Articles of Organization?
In South Carolina, LLCs are governed by the Uniform Limited Liability Company Act. This is the law that allows business owners to choose to form their entity as an LLC. It specifies how you can start your own business as an LLC, and what you need to do to keep your business in good standing.
Your LLC doesn’t come into existence until you file Articles of Organization with the South Carolina Secretary of State. The Articles of Organization establish the foundation for your business. South Carolina law requires that the Articles of Organization include information about your LLC including:
- The name of your organization
- The address of the initial designated office
- The name and street address of the initial agent for service of process
- The names and addresses of each organizer
- Whether the organization is to exist in perpetuity or will end after a specified period
- Whether the organization will be manager-managed, and if so, what the names and addresses of each initial manager are
- Whether one or more of the members are liable for debts and obligations
South Carolina law allows organizers of an LLC to include any information from the operating agreement in the Articles of Organization, as well.
Looking to start your own LLC? With our South Carolina LLC formation service, we can get your LLC up and running in no time.
Step 1: Determine if you need to change your South Carolina Articles of Organization
You need to amend your LLC’s Articles of Organization whenever you change something about your LLC that you included in the original Articles of Organization. You can amend your Articles of Organization to add information, as well. Failing to amend the Articles of Organization means you’re not in compliance with South Carolina law.
Although amending your Articles of Organization may seem like an unnecessary task, it’s very important. The South Carolina Secretary of State keeps a record of each registered entity in the state. The Secretary of State does this as a way of protecting the public. Having up-to-date information ensures that the public can obtain any information they want about your LLC that is public information. Any member of the public could contact your business, know who your registered agent is, and have the information they need for compliance and auditing purposes.
Not complying with state law can cause you unnecessary hardship. The Secretary of State won’t issue a South Carolina Certificate of Existence (which is sometimes called a Certificate of Good Standing) to an LLC that falls out of compliance with state law. That can have huge consequences for a small business. You might not be able to secure financing or attract investors if you can’t get a Certificate of Existence. That means you could miss out on growth opportunities because you can’t raise capital. Additionally, you may not have a chance to operate your LLC in another state if you can’t get a Certificate of Existence from South Carolina.
Step 2: Identify what to change in your South Carolina Articles of Organization
The South Carolina Secretary of State maintains all the public filings for registered entities such as LLCs. Your LLC must file amendments to the Articles of Organization with the Secretary of State. Your amendment must include your LLC’s name, the date you filed the original Articles of Organization, and any amendment you set forth. You must report any change to:
- The name of your LLC
- The address of your LLC
- The name and address of your South Carolina registered agent
- Duration of existence for the LLC
- The management structure of your LLC
- Liability for debts if a member is liable
You will also want to report changes to any other information that you included in your original filing in your amendment.
The South Carolina Secretary of State has a form you can use to detail your amendment on their website. Remember to be specific with the wording of your amendments, and attach additional documents, such as a record of the vote on the amendment, that can help alleviate any confusion.
Step 3: File your South Carolina LLC amendment
The South Carolina Secretary of State recommends that you file your amendment through the state’s online business portal. Filing fees change from time to time, so check with the Secretary of State for the current fee. You can pay securely online, and you will receive instant confirmation of filing. There’s generally a lower chance of the state rejecting your amendments when you use their online filing system.
You can also mail your check and amendments to the Secretary of State’s office in Columbia, but the processing time will be slower.
You can use other forms to change certain information
The South Carolina Secretary of State allows you to use other forms designed for a specific purpose instead of filing an amendment. You can use the form designated by the Secretary of State to:
- File Articles of Correction
- Terminate, dissolve, or cancel an LLC
- Reinstate a business
- File Articles of Merger
- Dissociate a member
- Register a business name or reserve a name
- Change your LLC’s address
- Change the name of the registered agent or report the resignation of your registered agent
Sounds confusing? We can make it easier for you with our Worry-Free Compliance service. We’ll work closely with you to make sure you stay in compliance with state law and keep you growing your business.
South Carolina Articles of Amendment vs. Restated Articles of Organization
In some cases, you may elect to file Restated Articles of Organization rather than Articles of Amendment. Repeatedly filing amendments to Articles of Organization can create confusion. Filing restated Articles of Organization helps clear the confusion up.
The South Carolina Secretary of State recommends filing restated Articles of Organization to consolidate all your amendments into one document.
You can file a Restated Articles of Organization online or via US mail.
South Carolina Articles of Amendment vs. Statement of Correction
You can’t use a Statement of Correction to change any information in your Articles of Organization. Instead, use the Statement of Correction when you need to correct a mistake — for example, to correct a defective signature.
Filing a Statement of Correction form online is generally the most efficient method. However, you can elect to file the document by mail if you choose.
We can help keep your South Carolina LLC compliant
Running a successful business is incredibly demanding. You need to stay ahead of the game. The most important thing you can do is to stay focused on your goals. We can help you with the rest. We have the tools to help you succeed, such as our Worry-Free Compliance service (which includes up to two amendments on an annual basis), LLC formation service, and amendment service.
Disclaimer: The content on this page is for information purposes only, and does not constitute legal, tax, or accounting advice. If you have specific questions about any of these topics, seek the counsel of a licensed professional.
- Do I need an attorney to amend my Articles of Organization in South Carolina?
Seeking the assistance of a qualified attorney may be the best option for you if you have any questions about your rights and obligations. You can file amendments yourself or with our help. However, speaking to a knowledgeable business attorney if you have any questions is always a wise strategy.
- What business changes can be reported in a South Carolina LLC Articles of Amendment form?
You can report any change you make to your business structure that appeared in your Articles of Organization. Typically, name changes, business address changes, registered agent changes, and additions to the Articles of Organization comprise amendments to Articles of Organization.
- Are South Carolina LLC Articles of Amendment the same as an annual report?
South Carolina has limited annual reporting requirements. You will need to use Amendments to Articles of Organization to report substantive changes to your business.
- How long does it take to file LLC Articles of Amendment in South Carolina?
You can file Articles of Amendment online. The Secretary of State will notify you immediately that they received your filing. You may have to wait to receive certification that the office accepted your filing.
- What will I receive from the State of South Carolina when the LLC Articles of Amendment are filed?
You will receive instant notification from the Secretary of State’s office in an email or other electronic communication if you choose to file online. The Secretary of State’s office recommends online filing.