A South Carolina corporation
is governed by the South Carolina Business Corporation Act of 1988
. The rules and regulations provided by the SC Corporation Act ought to be followed in order to maintain the corporation in accordance with South Carolina State law. To form a South Carolina corporation, there are several statutory requirements that must be met. Our Charleston corporate lawyer
know the law and handle all of the steps required to form and maintain a corporation to make sure your business is thoughtfully organized, properly incorporated, and recognized under South Carolina state law.
How to Form a South Carolina Corporation
First, a business must establish a corporate name. The name must contain the word “Corporation,” “Company,” “Incorporated,” “Limited” or an abbreviation of any of these. The corporate name must be distinguishable from other domestic or foreign corporations authorized to conduct business in South Carolina and the name cannot be one that is reserved, registered or is pending registration. Corporate names may be checked for availability at the South Carolina Secretary of State business name database. You may then reserve a name for 120 days by filing an Application to Reserve Name with the South Carolina Secretary of State Corporations Division.
The corporation is technically established by drafting and filing the Articles of Incorporation with the South Carolina Secretary of State. The Articles of Incorporation must include the corporate name and address; the purpose of the corporation; the name and address of an agent for service of process procedures; as well as the number of shares the corporation is authorized to issue, and the consideration the corporation will receive for these shares. The appointed registered agent agrees to accept legal papers on the corporation’s behalf if it is sued. The agent may be a person residing in South Carolina, or a domestic or foreign corporation that is authorized to do business in the state that agrees to accept service of process on the corporation’s behalf.
The next step is to develop and establish the corporate record book in which all of the corporation’s important records, agreements and documents are kept, such as minutes of director and shareholder meetings, stock certificates, corporate bylaws, shareholder agreement, shareholder management agreement, corporate buy-out agreement, subscription agreement, etc.
Additionally, an entrepreneur looking to incorporate a business corporation should prepare corporate bylaws, although not legally required. A South Carolina corporation’s bylaws are an internal document, not publicly filed with the Secretary of State, which sets out the operational rules and regulations for the corporation.