South Carolina


A foreign corporation or limited liability company may not transact business in South Carolina until it obtains a certificate of authority from the Secretary of State. The following activities do not constitute transacting business:

1) maintaining, defending, or settling a proceeding;
2) holding meetings of the board of directors or shareholders or carrying on other activities concerning internal corporate affairs;
3) maintaining bank accounts;
4) maintaining offices or agencies for the transfer, exchange, and registration of the corporation’s own securities or maintaining trustees or depositories with respect to those securities;
5) selling through independent contractors;
6) soliciting or obtaining orders, whether by mail or through employees or agents or otherwise, if the orders require acceptance outside this State before they become contracts;
7) creating or acquiring any indebtedness, mortgages, and security interests in real or personal property;
8) securing or collecting debts or enforcing mortgages, security interests, or other rights in property securing debts;
9) owning, without more, real or personal property;
10) conducting an isolated transaction that is completed within thirty days and that is not one in the course of repeated transactions of a like nature;
11) transacting business in interstate commerce;
12) owning and controlling a subsidiary corporation incorporated in or transacting business within this State; or
13) owning, without more, an interest in a limited liability company organized or transacting business in this State.

Wayfair Nexus

In South Carolina, a remote seller whose gross revenue from sales of tangible personal property, products transferred electronically, and services delivered into South Carolina exceeds $100,000 in the previous or current calendar year has economic nexus (substantial nexus) with South Carolina and is responsible for obtaining a retail license and remitting South Carolina Sales and Use Tax.


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