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How to Form an LLC in Hawaii (7 steps)

How to Form an LLC in Hawaii (7 steps)

Updated May 23, 2024

Forming an LLC in Hawaii involves filing an Articles of Organization with the state’s Department of Commerce and Consumer Affairs. This can be completed online, by mail, or via email. Filings can take up to 10 days to process, but expedited processing is available for an additional fee of $25.

How to form (7 steps)

  1. Find a Business Name
  2. Designate a Registered Agent
  3. Register the LLC
  4. Obtain an EIN
  5. Write an Operating Agreement
  6. Choose a Tax Classification
  7. File Annual Registration

1. Find a Business Name


Enter your desired business name in the state’s business search engine. If the words “No business found matching that name” appear, the business name is available to be used.


The name of a limited liability company must contain “limited liability company” or the abbreviation “L.L.C.” or “LLC.”

“Limited” may be abbreviated as “Ltd.”, and “company” may be abbreviated as “Co.” The letters in the name of a limited liability company must be letters of the English alphabet.[3]

2. Designate a Registered Agent

Every business in Hawaii must appoint a registered agent for service of process. The registered agent must be an individual or entity that is located in the state and is authorized to transact business in Hawaii.[4]

3. Register the LLC

There are two ways to apply for the registration of your LLC: online or by mail.


Option 1: File Online

Go to hbe.ehawaii.gov to access the state’s online filing system.

This will take you to the login page, where you can create a new eHawaii.gov account.


You will be prompted to enter your personal information, such as your name, email address, and a security question.


Select the first answer to register a new business and indicate whether it is based in Hawaii (domestic) or outside of Hawaii (foreign).


Be sure to check whether your desired company name is still available by using the state’s business search engine.


Indicate whether the registered agent is an individual or entity and provide their address.


If there is more than one organizer for your business, click the button “Add an Organizer” at the bottom.


Indicate how long the registration will be for, the management structure of the business, and what the members of the company will be held liable for.


Provide your name and your electronic signature and indicate whether you are signing as an individual or entity.


Review the document for accuracy, then provide your payment information to pay the filing fee of $50 plus $1 archive fee.


Option 2: File By Mail or Email

Download the PDF and complete the form using black or blue ink. Mail or email the completed document to the listed address with an enclosed payment. For email registrations, provide your credit card information.


Articles of Organization for Limited Liability Company – For in-state entities.
Filing fee: $50 check made payable to the Department of Commerce and Consumer Affairs
Mailing address: Department of Commerce and Consumer Affairs, Business Registration Division, P.O. Box 40, Honolulu, HI 96810
Email address: breg-doci-filing@dcca.hawaii.gov


Application for Certificate of Authority for Foreign Limited Liability Company – For out-of-state entities.
Filing fee: $50 check made payable to the Department of Commerce and Consumer Affairs
Mailing address: Department of Commerce and Consumer Affairs, Business Registration Division, P.O. Box 40, Honolulu, HI 96810
Email address: breg-doci-filing@dcca.hawaii.gov

4. Obtain an EIN


Every business is required to have an Employer Identification Number (EIN), which is a unique nine-digit number assigned to every business for tax purposes. Use one of the above methods to apply for one.

5. Write an Operating Agreement

In Hawaii, operating agreements are not required for LLCs, but it is still recommended for internal purposes.


LLC Operating Agreement

Download: PDF, MS Word, OpenDocument

 

 

 

6. Choose a Tax Classification 

Below are the most common types of LLC tax classification:

  1. LLC – An LLC is typically formed as a sole proprietorship (one member) or a partnership (two or more members). Each owner or partner must individually pay income tax on the profits.
  2. S-Corporation – An S-corp sends all business profits and losses to the shareholders, who must pay income tax on the profits. To file as an S-corp, an LLC must file IRS Form 2553 within 75 days of formation.
  3. C-Corporation – A C-corp files taxes as a separate corporate entity. To file as a C-corp, an LLC must file IRS Form 8832 within 75 days of formation.

7. File Annual Registration

Every limited liability company (domestic and foreign) must file an annual report with the DCCA Business Registration Division.[5] The deadline for the annual report depends on which quarter the LLC was initially registered. It can be filed online for a fee of $12.50.[6]

Sources

  1. DCCA Hawaii: Domestic Business Registration, Fees – Uniform Limited Liability Company Act 
  2. DCCA Hawaii: Foreign Business Registration, Fees – Uniform Limited Liability Company Act
  3. Haw. Rev. Stat. § 428-105(a)
  4. Haw. Rev. Stat. § 425R-4(a)(2)(A)
  5. Haw. Rev. Stat. § 428-210
  6. Hawaii Business Express: FAQs