If you’re looking to form a Limited Liability Company in Hawaii, you will want to become familiar with the Articles of Organization. This is the official document that is filed with the Hawaii Department of Commerce and Community Affairs (DCCA) to create a new LLC.
Here, we’ll show you how to fill out the Hawaii LLC Articles of Organization so you can launch your business!
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Steps To Fill Out The Hawaii LLC Articles Of Organization
To file the Hawaii Articles of Organization, you will need to submit the completed LLC-1 Articles of Organization form to the Hawaii Department of Commerce and Consumer Affairs.
To get started, either download Form LLC-1 or file online through the Department of Commerce and Consumer Affairs website, Hawaii Business Express.
Step 1: Pick a Name for the LLC
The first step in forming an LLC in Hawaii is to make sure the name you want is available because the name of each LLC has to be distinguishable from other business entity names in the state.
Before filing the Articles of Organization, do a Hawaii LLC name search on the Hawaii Department of Commerce and Consumer Affairs Business Registration Division’s business name database.
In addition, the name of each LLC must include one of the following entity designators at the end of the business name:
- Limited Liability Company
- Limited Liability Co.
- Ltd. Liability Company
- L.L.C.
- LLC
Step 2: Enter the Mailing Address of the Initial Principal Office
The mailing address for the initial principal office can be the LLC’s physical address or the address where the business records are stored. It does not have to be in Hawaii, but you may not use a PO Box for the registered office.
In this section, enter the street address, city, state, and zip code of the initial principal office.
Step 3: Appoint a Hawaii Registered Agent
One requirement for an LLC in Hawaii is to appoint a Hawaii registered agent. The registered agent is a party physically located in Hawaii who will receive important notices and service of process (which means accepting papers that start a lawsuit) on behalf of the LLC.
Provided the LLC member lives in the state of Hawaii, they may act as the registered agent, or the agent can be an adult resident of the state or registered agent service.
Step 4: Add Names of the LLC Organizers
An LLC Organizer is someone who is involved with the formation of an LLC. The Organizer may or may not be a member, such as a mentor, attorney, or accountant, but an initial LLC member is often listed as an organizer.
At least one organizer has to be listed.
Step 5: Select the Period of Duration
Most will select at-will as they don’t have a specific date for when the LLC is expected to stop operations.
Having a predetermined expiration date is more common with investments than it is for an operating business. If there is a predetermined date, the LLC will close; enter the date here.
Step 6: Management of the LLC
In the Articles of Organization, you will need to indicate whether the management structure of the LLC is either member-managed or manager-managed.
- Member-Managed LLCs have members (owners) who are active in the day-to-day operations of the business.
- Manager-Managed LLCs have managers hired by the members to run the LLC, similar to a CEO of a corporation.
The names and addresses of each member or manager will need to be listed.
Step 7: Liability of the Members
This section has options on whether the members will be liable for the LLC’s debts and obligations.
It is common to select “Shall not be liable for the debts, obligations, and liabilities of the company,” though discussing this with an attorney is recommended.
While you can select this option, if the LLC takes out a bank loan, expect the bank to require a personal guarantee from the members, which will require them to pay back the loan personally.
Step 8: Sign & Date the Articles of Organization
An authorized representative must confirm that the information in the Articles of Organization is correct, sign the document, and send the filing fee.
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Hawaii LLC FAQs
How much does a Hawaii LLC cost?
The cost to form an LLC in Hawaii is $50, which includes the Articles of Organization filing fee to the Hawaii Department of Commerce and Community Affairs.
How long does it take to form a Hawaii LLC?
When filing online, it normally takes 3-5 business days for the state of Hawaii to approve an LLC, and when filing by mail, it takes 2-3 weeks.
For an additional fee, expedited processing is available.
Do Hawaii LLCs have ongoing costs?
LLCs file a Hawaii LLC annual report and pay the $15 state fee each year.
Do you need an operating agreement in Hawaii?
Hawaii Revised Statutes § 428-101 state that a Hawaii LLC Operating Agreement is optional. Although it isn’t required, it is recommended that most LLCs have one, as it can help prevent disputes among members and better protect the LLC’s legal status.