Start an LLC in Hawaii

First up, you need to find a name for your LLC. Hawaii’s complete naming guidelines are in HI Revised Stat. § 428-105. But in general, your Hawaii LLC name must:

• Contain the words “Limited Liability Company” or one of two abbreviations: “LLC” or “L.L.C.”
• Not already be in use by another Hawaii business

Already got a name in mind? You can check to see if it’s available. If you aren’t prepared to form an LLC just yet, the state lets you reserve your business name for up to 120 days.

Your Hawaii registered agent’s primary responsibility is accepting important legal mail and forwarding it you as quickly as possible. This legal mail includes notices of lawsuits filed against your company. To be a registered agent, someone must have a physical address in Hawaii and be willing to list that address on your Articles of Organization. By law, you must appoint a registered agent in Hawaii. It’s impossible to complete the formation paperwork without having a registered agent in place.

Learn why the pros use a registered agent service.

To officially create your Hawaii LLC, you must submit Hawaii Articles of Organization and pay a $51 fee. Your business cannot become an LLC without completing those two steps. Note that all of the information on your formation paperwork becomes part of the public record.

Here’s the information you must list on the Articles of Organization.

• Company name. Include an indicator like“limited liability company,” “LLC,” or “L.L.C.”

• Business mailing address. A P.O. Box is fine if you don’t want to list a physical address.

• Registered agent. List who will accept legal mail on behalf of your LLC.

• Registered agent address. This must be an actual street address within the state of Hawaii.

• Organizer. The name and address of the person who completes your Articles. This can be a member of your LLC, but it doesn’t have to be.

• Duration. If relevant, list an end date for your LLC. But most LLCs put “At will” to maintain flexibility.

• Management structure. Indicate if your LLC will be member-managed or manager-managed.

• Member or manager info. The names and addresses of your members or managers, depending on who you decide should handle the LLC’s daily operations.

• Liability. Liability protection is a big reason for forming an LLC in the first place, so you’ll probably want to check the “Shall not be liable” box.

• Signature. Make sure your LLC Organizer signs here.

An operating agreement is an internal document that details the nuts and bolts of how your business will be run. The operating agreement should go into extreme detail about everything from how voting works to how profits and losses are allocated. Even if you’re the only member of an LLC, you still need an operating agreement to open a bank account, among other things.

An operating agreement is not a simple thing to write. Check out our attorney-drafted Hawaii LLC Operating Agreement for guidance.

You can’t run a Hawaii LLC without money, so you need a business bank account. When you open a bank account, you’re drawing a clear line between your personal accounts and your LLC. But before you can go to the bank and open your account, you’ll need to get an EIN.

Once the account is active, it’s time to fund the LLC. To do this, every member should make an initial contribution equivalent to their membership interest, which is the percentage of the LLC they own.

Hawaii LLCs must meet certain tax and reporting requirements. Those are listed below.

Taxes: The default tax status for Hawaii LLCs is pass-through taxation. This profits “pass through” the business to the owners, who then report the profits as self-employment income on their personal tax returns. Hawaii LLC profits are also subject to the federal self-employment tax rate (15.3%). A Hawaii LLCs can also submit a form to the IRS to be taxed as an S-Corp or C-Corp.

Annual Reports: An annual report is submitted to the Department of Commerce and and Consumer Affairs. It costs $15 to submit an annual report, and the report is due at the end of the quarter in which you originally formed your LLC. So if your LLC was formed January 15, the annual report would be due by March 31. If you’re not in the mood to file it yourself, you can hire us to file your annual report for you.

BOI Report: As of 2024, the majority of Hawaii LLCs must complete an additional report and submit it to the federal government. The new requirement is known as the Beneficial Ownership Information Report. To complete the report, send the Financial Crimes Enforcement Network (FinCEN) identifying information about your company’s business owners and, depending on when your business was formed, your company applicant too. For $9, you can also hire us to file the BOI Report for you.

*This is informational commentary, not advice. This information is intended strictly for informational purposes and does not constitute legal advice or a substitute for legal counsel. This information is not intended to create, nor does your receipt, viewing, or use of it constitute, an attorney-client relationship. More information is available in our Terms of Service.