Category: Business Law

You built your business with determination and sacrifice. Now, whether because the venture ran its course, circumstances changed, or you are ready to move on, you need to close it properly. Walking away without dissolving your South Carolina LLC can leave you exposed to ongoing tax obligations, accumulating fees, and potential legal claims for years to come. A South Carolina business attorney can guide you through the dissolution process and help you avoid the common mistakes that catch business owners off guard.

The Basic Steps to Dissolve Your South Carolina LLC in Myrtle Beach & Florence

Dissolving an LLC in South Carolina requires several key steps including:

• Review your operating agreement for any dissolution provisions your members agreed to follow.
• Hold a member vote to formally approve the dissolution. 
• Wind up business affairs by collecting debts owed to the company, paying creditors, and distributing remaining assets. 
• File Articles of Termination with the South Carolina Secretary of State along with the $10 filing fee. 
• Cancel business licenses, permits, and close all accounts in the company’s name.

Each LLC is unique. Depending on the nature of your business, there may be additional steps you must take to avoid future problems. Consulting with a Florence & Myrtle Beach business law attorney can ensure you take all steps to legally dissolve your LLC. 

Start with Your Operating Agreement

Your LLC’s operating agreement may include specific requirements for dissolution that you must follow. These might include voting thresholds requiring unanimous consent or a supermajority, notice periods that must be given to members before a vote, specific procedures for winding up business affairs, and distribution priorities for remaining assets. 

Following these provisions protects you from claims by other members that the dissolution was not properly authorized. If your LLC has no operating agreement, South Carolina’s default statutory rules will govern the process.

Filing Articles of Termination

To formally terminate your LLC’s legal existence, you must file Articles of Termination with the South Carolina Secretary of State. The filing fee is $10. You can file online through the Secretary of State’s Business Filings website, by mail, or in person at the Columbia office.

The form requires your LLC’s name as it appears in state records, the date your articles of organization were originally filed, the date of dissolution, confirmation that the company has wound up its business affairs, and an authorized signature. Processing typically takes about two business days.

Common Mistakes That Can Cost You

Several mistakes can create problems long after you think your business is closed including:

Not paying outstanding taxes tops the list. Unlike many other states, South Carolina does not require an LLC to obtain a tax clearance certificate when voluntarily dissolving a business. However, you should file all required tax returns and pay any outstanding taxes before dissolving an LLC. 

Ignoring creditors creates another common problem. You should notify known creditors about the dissolution and provide a reasonable deadline for submitting claims. Failing to properly notify creditors can result in personal liability for LLC members under certain circumstances.

Keeping accounts open after dissolution exposes you to risk. Close bank accounts and credit lines in the company’s name. Cancel business licenses and permits to avoid renewal fees and compliance obligations that continue to accrue.

Failing to retain records can haunt you later. Keep all business records, including dissolution documents, for at least seven years. These may be needed for tax audits or to resolve future disputes.

What Happens If You Simply Walk Away

If you abandon your LLC without proper dissolution, it remains active in state records. The Secretary of State may eventually administratively dissolve the LLC, but this comes with penalties. You remain exposed to potential lawsuits filed in the company’s name, and ongoing tax obligations continue until properly terminated. Taking the time to dissolve correctly protects you from these lingering liabilities.

When You Should Work with a Myrtle Beach & Florence Business Attorney

While simple single-member LLCs can often be dissolved without an attorney, complex situations benefit from legal guidance. Consider working with a business formation attorney if your LLC has multiple members who may disagree about dissolution terms, significant debts or pending litigation, real estate holdings or other complex assets, or disputes among members about distribution of remaining assets.

At Willcox, Buyck & Williams, we have helped South Carolina businesses with formation, operation, and dissolution for over 130 years. Contact our team to discuss your situation and ensure your business closes properly.

The Uniform Commercial Code (UCC) governs commercial transactions between a debtor and a secured party. It is not federal law. Instead, it is uniform laws adopted at the state level. S. C. Code of Laws Title 36, Article 9 contains the laws adopted in South Carolina. 

A UCC filing is a security instrument used by lenders. It creates a lien on a borrower’s assets. The collateral may be one item or a group of items. Lenders file UCC Financing Statements (UCC-1) to notify other parties that the lender has a security interest in the property described in the UCC filing. 

Many types of assets can secure a UCC filing. According to our South Carolina corporate lawyers, assets that might be pledged as collateral using a UCC filing include:

• Inventory
• Real estate fixtures
• Letters of credit
• Accounts receivable
• Household furnishings
• Office equipment and fixtures
• Heavy machines and commercial equipment
• Operating equipment 
• Investment securities
• Vehicles
• Bank or trade accounts
• Other tangible assets used or owned by a business

A UCC filing does not impact the operations of a business unless it wants to borrow additional funds. Lenders may not want to “get in line” behind another creditor who holds the first position for secured collateral. 

A UCC statement may create a lien on a specific asset. However, a “blanket UCC” creates a security interest in all of a company’s assets. As a result, a blanket UCC statement could make it much more difficult for a company to obtain additional loans and lines of credit until the UCC is canceled, satisfied, or expires. 

UCC statements are valid for five years. However, filing a UCC-3 statement extends the UCC filing for an additional five years. 

Where Are UCC Statements Filed in South Carolina?

UCC filings may be filed against a business or a person. The Secretary of State’s Office handles UCC filings throughout the state. Filings may be submitted online, by mail, or in person. In addition, the public may search the UCC filings through the Secretary of State’s Office. 

Some UCC statements should be filed with the Secretary of State and the county offices. The county of filing would be the county of residence for the debtor or the county where the secured property is located. 

The types of UCC filings that should be filed with both the state and county offices include:

• Tax liens
• Real estate fixtures
• Mineral rights
• Timber 

Failing to file your UCC statement with the correct government office could make the UCC unenforceable. 

UCC statements are a “first come, first secured” lien. In other words, the lender who files the first UCC statement holds priority for the secured collateral. Therefore, it is essential to submit a correctly completed UCC statement to the required office as soon as possible after the debt is created.

Contact Our South Carolina Business Attorney for More Information 

You do not need a lawyer to prepare and file a UCC statement. However, seeking legal counsel from an experienced South Carolina Business lawyer can ensure the UCC is prepared and filed correctly. Mistakes could make the UCC filing unenforceable, which limits your options for collecting a bad debt. Get in touch with our office today for a free consultation.

Malpractice claims can be devastating for a business. Claims of malpractice allege that a professional failed to execute their duty of care to a client. It calls into question your business ethics, judgment, and qualifications. Business malpractice lawsuits can also create substantial liability for your business. When you receive a lawsuit alleging business malpractice, the first call you should make is to a South Carolina business attorney.

What Should You Do When Your Business Is Sued for Business Malpractice?

Take the complaint and the allegations of business malpractice seriously. You need to act immediately to protect your business and minimize any damage to your company. The steps you should take when being sued for business malpractice include:

Contact Your Business Attorney Immediately

Call your lawyers to let them know you received a lawsuit alleging business malpractice. They will need a copy of the lawsuit to begin reviewing the allegations, investigating the claims, and gathering information to file an answer to the lawsuit before the filing deadline expires for a response.

Notify Your Malpractice Insurance Carrier

Notify your malpractice insurance carrier and forward a copy of the complaint to the insurance company. If you have insurance coverage for the allegations made in the complaint, your insurance provider should hire an attorney to represent your company by defending the lawsuit. If so, you might not need to hire a business attorney. However, if there is a chance that the malpractice insurance does not cover the allegations or you could be personally liable for damages, it is best to consult legal counsel.

Do Not Contact the Plaintiff or Try to Represent Yourself

The plaintiff has a lawyer. You should not try to contact the plaintiff directly. In fact, you should not contact the lawyer for the plaintiff. Let your attorneys handle all communications and responses to the allegations in the complaint. Also, do not try to represent yourself or your company in a business malpractice lawsuit. Regardless of your knowledge or experience, representing your business in a legal matter is never wise.

Gather Evidence and Information 

Begin gathering evidence and information relevant to the allegations in the lawsuit. Make copies of contracts, agreements, and other documents. Create a witness list for your attorney, including a short narrative explaining each witness’s information related to the lawsuit. Preserve all records related to the case, including emails, text messages, and paper documents. If specific employees have information relevant to the case, instruct them to preserve all information and not to discuss the case with anyone.

Refer All Questions About the Case to Your Lawyer

If anyone inquires about the case, refer them to your attorney. Do not even state “not comment.” Just provide them with your lawyer’s name and contact number. You should not discuss the lawsuit with anyone other than your lawyer.

Contact Our South Carolina Business Attorney for More Information

Allegations of business malpractice can be costly and damaging to your company’s reputation. Contact our office to discuss your situation with an experienced South Carolina business attorney.

Life as we knew it came to a screeching halt in 2020 when the COVID-19 pandemic hit. Even in previous global events like World War I and World War II, the events did not impact the health and economy of every nation worldwide at the same time. People were able to go to work in many cities without disruption, and supply chain issues were generally regional and temporary.

Thanks to COVID, many businesses had to shut their doors for weeks or months on end due to governmental orders. Business owners did not know when they could do their trade again, or what restrictions they would face. You might have been unable to get the essential materials you needed to perform your contracts or have enough workers to get the job done. A South Carolina business attorney can help you navigate the consequences of those events and answer the question, Is non-performance permitted? The impact of coronavirus on Contracts.

How to Determine Your Rights and Duties Under a Contract

There is no automatic result if you or another party could not perform under a contract during the COVID-19 pandemic. General principles of South Carolina will guide the interpretation of each party’s contractual rights and obligations, but you have to read each contract carefully and analyze its terms. You might have defenses if the contract contains certain terms, but have to look to other legal principles under common law if your agreement is silent on those items.

Force Majeure

If both parties to a contract wanted to perform their obligations but could not, through no fault of their own, because an “act of God” interfered, that is a “force majeure” situation. To qualify as a “force majeure,” the event must be:

• Out of the control of the parties to the contract. Neither of you caused or contributed to the problem. The COVID-19 pandemic was not the fault of business owners in South Carolina.
• Significant. An event like the COVID-19 pandemic shut down the economy for months, unlike a thunderstorm that might cause a brief interference with normal activity.

You will need to read the contract and see if the document contains a force majeure provision. Usually, a force majeure provision allows temporary delays in performance but does not cancel the contract or the obligations under the contract. The terms of the contract will control.

Impossibility

If the COVID-19 pandemic made it impossible for you to perform your duties under the contract, the doctrine of impossibility might be a successful defense for non-performance. For example, you had a contract to manufacture and supply 10,000 units of plumbing parts a month to a hardware store. 

The government forced you to close your manufacturing facility during the mandated lockdown, making it impossible for you to manufacture the parts required by the contract. No matter how much you wanted to keep working and making the parts, you could not do so. 

Frustration of Purpose

If an event happened that was not anticipated when you entered into the contract, and that occurrence substantially frustrated you from performing your duties under the contract, you might argue the frustration of purpose defense for your non-performance. An example of this defense is if you experienced repeated supply chain problems in getting the materials you needed to perform your contractual duties or could not maintain a sufficient workforce to get the job done due to the pandemic.

The economic fallout from the COVID-19 pandemic has not yet ended, and the business community is struggling to resolve the consequences of contractual non-performance. A South Carolina business attorney can help you address these issues. For legal help contact our office today, we offer a free consultation.

Like any other type of business structure, a limited liability company (LLC) can face internal disputes among its members. It is important to know your options when there is conflict within an LLC. The long-term health and viability of the business depend on being able to resolve disagreements.

A South Carolina business attorney can provide guidance when resolving LLC member disputes in South Carolina and help you take steps to avoid disputes in the future. 

Resolving LLC Member Disputes

Often, there is no actual dispute; rather, there is a misunderstanding. One member might have misinterpreted what another member did or believed rumors without verifying the facts. The first step in resolving disputes among members of an LLC is to sit down with all the involved parties and identify the issue in dispute. This simple stuff step could save everyone a great deal of grief and prevent the situation from escalating.

Another common scenario is that an LLC member did something out of ignorance rather than malice. Very few people actually read the contracts they sign. An LLC member might not realize that the LLC operating agreement prohibits certain conduct. Explaining the rights and duties of LLC members might help the offending member to realize what they did was wrong, and give them an opportunity to correct their actions.

If those two approaches are not effective, you might try to resolve the conflict through alternative dispute resolution, like mediation or arbitration. You will want to check the LLC operating agreement for the rules about dispute resolution. One of the worst things to do is immediately file a lawsuit. Litigation is adversarial and confrontational, and will likely damage if not destroy business relationships. 

Sources of Conflict Among Members of an LLC

If the LLC has a managing member, the other members might suspect that the managing member overstepped their authority, improperly appropriated assets of the company, received an unfair amount of compensation, or breached their fiduciary duty in some other manner. The same accusations could be leveled by one member against another member. 

Also, perceived or actual conflicts of interest can lead to disputes between members of an LLC. For example, a member might enter into a contract for the LLC to purchase materials from another company without disclosing that member’s financial interest in that supply company.

Preventing Future LLC Member Conflicts

Make sure that the LLC operating agreement covers all essential issues, so that all members know their rights and obligations. An LLC member should not have to guess about whether conduct is allowed or prohibited.

Hold a meeting of the LLC members to discuss any gaps you discovered in the operating agreement. Get their input on the terms they would like to have in the contract. With the permission of the LLC, draft an amended operating agreement and have all members sign the document. Hold a meeting with all members to discuss the terms of the operating agreement and make sure they understand what is expected of them. 

If your LLC experiences conflicts among its members, you could seek the guidance of a South Carolina business attorney. Get in touch with our office today for a consultation.

You formed your business to succeed. Your goal is to grow your company and expand your business to increase revenue. However, listening to unfounded business myths could cause your business to fail. Instead, work with a South Carolina business lawyer to ensure your company is on track to meet your goals for growth and success.

Five Business Myths That Could Keep Your Business from Succeeding

A business owner may receive a lot of advice when starting a new company. You may receive advice about how to grow or expand your company. Some of that advice is grounded in harmful myths that could hurt your business. Five common business myths to watch out for include:

1. Being a Business Owner Gives Me More Time for Myself

Starting a business is hard work. You may find that you work harder for yourself than you worked for any employer. Even when you are not working, you are likely thinking about work. Be prepared to invest a lot of your time getting your business off the ground. However, do not expect your hours to decrease in the first few years. Choose something you are passionate about so that you do not burn out as you build your business. 

2. Marketing is Not Worth the Cost

Marketing is a necessity. Investing in an online marketing strategy is crucial for new businesses. More consumers locate companies online. Furthermore, consumers search for companies that offer services virtually. Your company cannot effectively compete with other companies if you rely solely on networking and word-of-mouth to attract new customers. 

3. Entrepreneurs Should Always Trust Their Instincts

There is nothing wrong with following your instincts. However, successful business owners seek professional advice about matters they do not fully understand how to navigate. Successful business owners understand they need guidance in matters related to taxes, advertising, bookkeeping, regulations, contracts, and employee relations. Failing to seek advice from professionals can result in massive headaches for your company. In some cases, it could result in costly and time-consuming “fixes.” 

4. You Can Get Contracts and Document Free Online

Yes, you can find business documents, contracts, and other forms online free of charge. However, many of these “free” business forms are created by non-lawyers. Even the business forms created by lawyers may not comply with South Carolina laws. It is best to have a business lawyer in South Carolina draft your company’s contracts and business forms. Your attorney ensures that your business forms comply with all state laws and contain language protecting your company from liability. 

5. You Do Not Need a Business Lawyer to Incorporate Your Business 

Again, you can find the forms to incorporate your company online. However, deciding on the business structure for your company is one of the most important steps you take when you create a new business. Your business structure impacts taxes, ownership, revenues, and liability. A business lawyer advises you of the pros and cons of each business structure. Based on your needs and goals, an attorney recommends the best structure for your company and handles all matters to establish your legal business entity. 

Contact Our South Carolina Business Lawyer for More Information

Having the correct information and sound legal advice is crucial to operate a successful business. If you have questions regarding business matters, contact our South Carolina business lawyer. We handle all matters related to your business, including business formation, litigation, and contracts.

If you plan to do business in South Carolina, there are many statutes that regulate how you can set up your business and how you get to run your business. We do not generally think of our state as an overreaching government, but still, there are quite a few laws that South Carolina small business owners should know.

It can be quite challenging to keep up with the new regulations that come out every year on top of all the existing rules. A South Carolina business attorney can help you form your business structure and provide guidance on how you can stay in compliance with relevant regulations.

Antitrust Laws

When you go into business, your goal is likely to become as successful as possible. Federal statutes and South Carolina’s antitrust laws, however, try to play some limits on business success. 

If you do too well in the eyes of the government, antitrust laws might try to prevent you from getting what the government sees as an unfair advantage in the marketplace. What you might see as being the leader in your field, our state might view as a lack of competition between businesses.

Forming a Business in South Carolina

South Carolina law allows for a wide variety of business structures. You could have a sole proprietorship, a partnership, a corporation, or a limited liability corporation (LLC). Within some of these categories, there are multiple options. You could set up a C corporation, an S corporation, a general partnership, a limited liability partnership, or other entities.

Some business entities require you to name the company and register the name under which you will be doing business. Depending on your business structure, you might need to: 

• Select and identify a registered agent for service of process
• File articles of incorporation 
• Register to do business in the state of South Carolina if you are a foreign LLC.

Our state usually does not require operating agreements, but creating one can be a smart business practice. Depending on whether you sell goods and collect sales tax, you might have to register with the South Carolina Department of revenue. Also, you might need state and local business licenses.

Deceptive Trade Practices

South Carolina tries to protect consumers from what the state considers to be deceptive or unfair practices used to sell goods or services. Building and running a company can be a cutthroat business. Companies in South Carolina need to balance competitiveness with honest trade practices. If a business steps over the line, our state’s deceptive trade practices laws could impose punishments. 

Statute of Limitations

Our state limits the amount of time people have to file lawsuits against others. Different types of lawsuits have different lengths of deadlines, called statutes of limitations. You will want to be familiar with these deadlines because they can be both a sword and shield.

If a person or another company files a lawsuit against you and it is past the statute of limitations, you could file a motion to dismiss the lawsuit. If you want to take legal action against someone, you will need to file your case before the deadline expires. 

A South Carolina business attorney can advise you on South Carolina laws that apply to small businesses. Get in touch with our office today for legal assistance, we offer a free consultation.

Starting a business in South Carolina can be an incredibly challenging process, and in many cases, you need to attract outside investment to secure needed capital. After all, until you have significant revenue being generated, your business will be entirely fueled by your cash reserves. 

One of the most popular ways to secure additional capital is an investment by an angel investor. Angel investors look for companies in their early stages and invest in what they believe is going to be a very successful business. Before you schedule an appointment with an experienced South Carolina business attorney to get the ball rolling, here is what they look for in a business structure.

There are many different types of business structures that can be leveraged to begin business enterprises, with some being more attractive to investors than others. The four basic and most common types of structures are sole proprietorships, LLCs, S corporations, and C corporations.

Sole Proprietorships

Sole proprietorships are the simplest and often the cheapest way to structure a business. The downside is that it leaves the owner or the proprietor open to legal liabilities in many situations. Angel investors will not invest in sole proprietorships. 

LLC

LLCs are a structure that provides the business with some tax benefits, as well as the limited scope of liability that a corporation offers. LLCs also create challenges with paying the members wages, and with investor taxation in some circumstances. LLCs are not ideal for angel investing, and they are often not even considered by the investor.

S Corporation

S corporations are able to have several owners, even a corporate owner, and offer some tax benefits over C corporations. The downside is that company ownership is limited, making sustained growth a challenge. 

Since angel investors often want ownership or equity in the business, this structure isn’t ideal, though it is possible. Investors will often want to be assured of a C corporation transition at a later date. The pass-through tax advantages can be a double-edged sword, as well. 

C Corporation

C corporations are incredibly flexible regarding who can hold stock and the rights of the stockholders, as well as being able to offer different types of stock such as common and preferred. This is also the only possible structure allowed for businesses that will operate in the biotech, life sciences, or pharma spaces.

C corporations are subject to double taxation, however, in the sense that the business will pay taxes, and the stockholders will also pay taxes on corporate distributions. For attracting angel investors, creating a C corporation is the only viable route. 

What Else Do Angel Investors Look For?

If you have decided to work with your attorney on incorporating a C corporation, make sure you take into account some of the other factors that will help draw in angel investors. Factors that include:

• Potential for revenue and ultimately, profit
• A sound exit strategy
• Solid management team
• Personal commitments of the business founders

Experienced Professionals Can Help Your Business Start Off Right

Contact us today if you would like more information or have any questions about incorporation.

The corporate charter is the same thing as the articles of incorporation. South Carolina requires the incorporator of a corporation to file specific documents with the Secretary of State to become a valid corporation in our state.

A South Carolina business attorney can draft your incorporation documents, including your corporate charter. Let’s answer the question, “What is the corporate charter?” in more detail.

What Does a Corporate Charter in South Carolina Have to Contains?

Section 33-2-102 of the South Carolina Code says that articles of incorporation (also called a corporate charter) must include all of these things:

• The name of the corporation. The name must comply with the rules in Section 33-4-101
• How many shares the corporation is authorized to issue of each class of shares that it can issue
• The name of the corporation’s initial registered agent at the corporation’s initial registered office, and the address of that office
• The name, address, and signature of each incorporator
• A certificate that the incorporators have complied with all the requirements of Section 22-3-102 of the South Carolina Code. A licensed South Carolina lawyer must sign the certificate

It is always a smart idea to work with an attorney when setting up a corporation.

Are There Other Things That the Articles of Incorporation in South Carolina Can Include?

Yes. Section 33-2-102 allows these additional items to be on the corporate charter:

• The names and addresses of the initial directors of the corporation
• The purpose for which the corporation is formed
• The methods by which the corporation plans to manage its business and regulate its affairs
• The powers and limitations of the corporation, its board of directors, and shareholders
• The par value of the corporation’s authorized shares or classes of shares
• The terms and conditions under which shareholders might have personal liability for the debts of the corporation

All of these items must be consistent with the law, or not inconsistent with the law. 

Do I Have to File Any Other Paperwork with the Corporate Charter?

Yes, you must file the initial annual report with the articles of incorporation.  Section 12-20-40 lays out the requirements of the initial annual report. 

What Else Do I Need to Know About Articles of Incorporation in South Carolina? 

You are allowed to include other matters in your corporate charter if your bylaws permit or require those items, and those things are enumerated in Chapters 1 through 20 of South Carolina’s Title 33 – Corporations, Partnerships, and Associations. Also, unless you request a later effective date, your corporation will come into existence on the day that the articles of incorporation get filed with the South Carolina Secretary of State.

Can I Amend My Corporation’s Corporate Charter or Bylaws?

Yes, as long as you comply with the requirements of Chapter 10 – Amendment of Article of Incorporation and Bylaws of Title 33 – Corporations, Partnerships, and Associations. In addition to following the proper procedure for adopting amendments to the articles of incorporation by the incorporators, directors, and shareholders, the corporation must file the articles of amendment with the Secretary of State.

A South Carolina business attorney can provide guidance, draft required documents, and advise you on compliance issues. Get in touch with our office today.

It will depend on the language of the contract about severability and the clause itself whether the court will void the entire contract, edit the agreement, or merely strike the offending clause if one portion of a contract is unlawful. Sometimes a party will insert an illegal term into a contract to “bluff” the other party into accepting the term.

A party might place an illegal clause into a contract to sabotage the document. A South Carolina business attorney can talk to you and offer guidance in your situation.

What Is Severability?

The term severability refers to a situation in which one part of a contract is improper, and the court strikes that portion of the agreement but keeps the rest of the document. Many contracts contain a severability clause as the standard language. With frequent changes in the law, a perfectly legal contract term could become illegal with little if any notice.

How Important Is the Unlawful Term?

Let’s say that a company had a contract to supply computer chips to a corporation in another country. The agreement was legal when they negotiated and signed the document. Down the road, Congress makes it illegal to sell those chips to businesses in that country. Merely severing clauses from the contract will not be sufficient. The contract now has an illegal purpose and will be void.

Does it Matter Who Wrote the Contract?

One party might insert clauses into a contract, knowing that the terms are unlawful. For example, a large corporation has employment contracts that require the employee to waive the right to worker’s compensation benefits if they get hurt on the job. The employee had no bargaining power, and the employer refused to remove the illegal term.

When the employer finds someone equally qualified who will work for a lower salary, the boss tries to void the contract with the original employee on the grounds of the illegal term. The courts are unlikely to let the employer benefit from its act of writing a contract with unlawful language. Instead, the court might construe the agreement in favor of the non-drafting party; in other words, the party who did not write the contract, the initial employee. 

The Judge’s Options

When faced with unlawful language in a contract, the judge generally has three options:

• Sever or strike the unlawful clause from the contract and enforce the rest of the agreement 
• Edit the illegal or unenforceable term to something legal and reasonable, or 
• Void the entire agreement.

The facts of each situation will determine which option the judge chooses. By way of example, if the judge finds that the terms of a non-compete clause in an employment agreement are unreasonable, the judge could “line through” that language, removing the improper limitations on the employee. Another option is that the judge could rewrite that portion of the contract to something reasonable and enforceable. Also, the judge could decide to void the entire agreement.

A South Carolina business attorney can review your business agreements and draft documents for your company. Call our office today to schedule a consultation