To file Articles of Termination in South Carolina, submit the appropriate form to the Secretary of State after your entity has been dissolved and its affairs wound up: Form DOM-ARTT for a corporation or Form DOM-LLCART for an LLC. The filing confirms that the wind-up is complete and ends the entity’s legal existence. It is the second half of a two-step closure; dissolution starts the process, and termination finishes it.
Filing termination paperwork before you have actually wound up the business is the most common misstep. South Carolina expects the sequence to run in order, and the form itself asks you to certify that winding up is done.
What Has to Happen Before You File
Termination is the last document, not the first. Between dissolution and termination, the entity has to collect what it is owed, sell property it will not distribute in kind, pay creditors, and distribute anything left to owners. South Carolina law expects this to happen as quickly as practicable.1South Carolina Legislature. South Carolina Code Title 33 Chapter 14 – Section 33-14-105
For LLCs, the statute sets the order: company assets first discharge all obligations to creditors, including members who are also creditors, and only then can any surplus go to members based on capital account balances.2South Carolina Legislature. South Carolina Code Title 33 Chapter 44 – Section 33-44-806 Corporations follow the same creditors-first rule. Paying owners ahead of creditors can create personal liability for whoever authorized the distribution.
Notify Known Creditors
Send written notice of the dissolution to every creditor you know about. The notice must describe what a claim should contain, give a mailing address, and set a deadline no fewer than 120 days from the date the notice is sent. It must also warn that claims not received by the deadline are barred.3South Carolina Legislature. South Carolina Code Title 33 Chapter 14 – Section 33-14-1064South Carolina Legislature. South Carolina Code Title 33 Chapter 44 – Section 33-44-807
If a known creditor misses the deadline, the claim is barred. If you reject a timely claim, the creditor has 90 days after receiving the rejection to sue. This procedure only covers debts that existed at dissolution; it does not reach contingent liabilities or claims arising from later events.
Publish Notice to Unknown Creditors (Optional but Useful)
A dissolved corporation can also publish notice once in a newspaper of general circulation in the county of its principal office. The notice must state how to submit a claim, give a mailing address, and warn that claims are barred unless a proceeding is started within five years of publication. Certain claimants who never received direct notice or whose timely claims went unanswered get up to ten years.5South Carolina Legislature. South Carolina Code Section 33-14-107 – Unknown Claims Against Dissolved Corporation Publication is optional, but skipping it leaves the door open to unknown creditors surfacing later.
Clear State Tax Accounts
Before filing termination, resolve matters with the South Carolina Department of Revenue. Two separate steps apply and are often confused. First, request a Certificate of Compliance by submitting Form C-268 and paying a nonrefundable $60 fee. If the request is denied, the denial letter will explain what needs to be fixed.6South Carolina Department of Revenue. Request a Certificate of Compliance Second, close your tax accounts through the MyDORWAY portal or by filing the paper C-278 Account Closing Form. Businesses with an alcohol or tobacco license need a separate closing form (L-1278).7South Carolina Business One Stop. Closing
File final state returns for the last period of operations, including corporate income tax, sales tax, and employer withholding. If the business had employees, notify the South Carolina Department of Employment and Workforce to close the unemployment insurance tax account through the DEW’s online system.
Cancel any state-issued licenses, permits, professional registrations, and trade name registrations. Leaving them active can create confusion and, in some cases, continuing obligations.
Filing the Articles of Termination
Once winding up is complete and creditors are handled, prepare the Articles of Termination for your entity type.
LLCs (Form DOM-LLCART)
The LLC filing is short. The statute requires the document to state the company’s name, the date of dissolution, and confirmation that the business has been wound up and the company’s legal existence is terminated.8South Carolina Legislature. South Carolina Code Title 33 Chapter 44 – Section 33-44-805 Legal existence ends on the filing date, or on a later date if one is specified in the document.
Corporations (Form DOM-ARTT)
A corporation files Articles of Termination after all dissolution and winding-up activities are finished. This is the second Secretary of State filing in the sequence, following the Articles of Dissolution that was submitted after the shareholder vote.
Signing, Fees, and Submission
The form must be signed by someone with authority, such as a corporate officer or an LLC member authorized to act. Filings can be submitted online through the Secretary of State’s business filings portal or by mail. Confirm the current filing fee on the Secretary of State’s downloadable forms page before sending payment, since fees can change.9South Carolina Secretary of State. Downloadable Paper Forms
Match the entity name on the form to the exact name on record. Discrepancies between the termination filing and the original formation documents are a common cause of rejection.
When Termination Takes Effect
For an LLC, the entity’s legal existence ends on the date the Articles of Termination are filed, unless the document specifies a later effective date.8South Carolina Legislature. South Carolina Code Title 33 Chapter 44 – Section 33-44-805 After that date, the entity no longer exists as a legal person in South Carolina, and annual report obligations stop.
Before You File: The 120-Day Revocation Window
This is a boundary worth knowing. A South Carolina corporation that has filed Articles of Dissolution but not yet completed termination has 120 days to revoke the dissolution. Revocation must be authorized the same way the dissolution was, unless the original authorization allowed the board to revoke on its own, and it is filed as articles of revocation with the Secretary of State. Once effective, it relates back to the dissolution date as if the dissolution never happened.10South Carolina Legislature. South Carolina Code Section 33-14-104 – Revocation of Dissolution
After 120 days, or once Articles of Termination are filed and the entity’s existence is formally ended, this option is gone. If there is any chance you might resume operations, decide before you file the termination.
What Happens if You Skip the Termination Filing
Stopping operations without filing does not end the entity. To the Secretary of State, the business remains active, which means annual report obligations continue and the Department of Revenue will keep expecting filings. Penalties and fees accumulate year after year, whether or not the business has any revenue.
The state can eventually impose an administrative dissolution for missed annual reports, but that is not equivalent to a voluntary termination. An administratively dissolved corporation can apply for reinstatement, so the entity has not truly ended, and you have not gone through the creditor-notification process that cuts off future claims.
The larger risk is personal. Owners of corporations and LLCs generally have limited liability, but abandoning an entity rather than formally winding it up can weaken that protection. Courts may look more skeptically at the separation between the business and its owners when the closure process was ignored. Following the dissolution and termination steps in order, with creditor notice and asset distribution done correctly, is what shows the entity was treated as a separate legal person right up to the end.