Withdraw A Foreign Hawaii LLC Or Corporation

In this guide to withdrawing a foreign LLC or corporation in Hawaii, we go over the definition of a foreign business in Hawaii, the forms you’ll need to file to withdraw or cancel that business, how much it costs to withdraw, and anything else you need to know.

How to Withdraw a Foreign LLC or Corporation in Hawaii

To withdraw your foreign LLC or corporation in Hawaii, you’ll need to file official paperwork with Hawaii’s Department of Commerce and Business Affairs, Business Registration Division (BREG), and pay all associated fees. Here’s how to do it.

What is a foreign Hawaii business?

If an LLC or corporation expands its operations to another jurisdiction, it is considered a “foreign businesses” in its new home. In order for an out-of-state business to operate in Hawaii legally, the foreign business needs to undergo a process called foreign qualification. Likewise, if the business stops operating in Hawaii, it will need to withdraw its foreign registration.

How do I withdraw my foreign LLC in Hawaii?

To withdraw or cancel your foreign LLC in Hawaii, you’ll need to fill out and submit an Application for Certificate of Cancellation, along with the filing fee of $25, to the Department of Commerce and Business Affairs, Business Registration Division (BREG).

How do I withdraw my foreign corporation in Hawaii?

To withdraw or cancel your foreign Hawaii Corporation in Hawaii, submit the completed Application for Withdrawal, Foreign Corporation, and a $25 filing fee, to Hawaii’s BREG.

How do you file a withdrawal application for a foreign Hawaii LLC or corporation?

Hawaii’s BREG accepts filings by mail, in-person, online, and by fax. Online filers will need a Hawaii Business Express account. You can create one here.

Online:
Hawaii Business Express

By mail:
Dept. of Commerce and Consumer Affairs
Business Registration Division
P.O. Box 40
Honolulu, Hawaii 96810

In person:
Dept. of Commerce and Consumer Affairs
Business Registration Division
335 Merchant Street, Rm. 201
Honolulu, Hawaii 96813

By fax:
(808) 586-2733

Foreign Hawaii LLC and Corporation Withdrawal FAQs

How much does it cost to cancel your out of state registration with Hawaii?

Both foreign LLCs and foreign corporations pay $25 to file.

Do you need a Hawaii Department of Taxation clearance first?

Withdrawal of a foreign corporation or LLC does not require a tax clearance certificate from the Hawaii Department of Taxation.

How long does it take the state to process the withdrawal filing?

Online filings are processed in about three days. Mail, in person and faxed filings take at least five days to be processed. In a hurry, pay an extra $25 and have your filing processed in one day.

What happens if I don’t file a cancellation and let my annual report filings go unfiled?

Hawaii BREG requires each foreign corporation and LLC to deliver a Hawaii Annual Report to the Director of Commerce and Consumer Affairs. This annual report must reflect the business’s state of affairs. There is a $15 fee to file your annual report. Failure to file the report will expose the corporation to a penalty of $10 per year that the report is not filed.

If you just don’t file an biennial report, how long before you lose your Certificate of Authority?

If annual reports are not filed by a foreign entity for a period of two years, the BREG affairs may revoke the LLC or corporation’s authority to do business as a foreign entity.

What are the late fees and penalties to re-register if you didn’t file a withdrawal correctly?

The foreign corporation or LLC would be subject to late fees of $10 per year that the report remains unfiled. If a foreign entity does not file annual reports for two years the entity can be involuntarily dissolved by the BREG. Only Domestic LLCs and corporations may be reinstated. The filing fee is $25. If your entity is involuntarily dissolved, you have to get a tax clearance certificate to be reinstated. You must also pay all delinquent fees and penalties.

How long does the registered agent have to accept service of process after a foreign business files to withdraw?

Once the corporation files for withdrawal, the Hawaii Registered Agent is no longer required to accept service of process on behalf of the business. By filing for withdrawal, a business revokes the authority of its registered agent in Hawaii. When the business entity files for withdrawal, it is required to provide a mailing address that process can be forwarded to.

What if I want to start a foreign LLC or corporation in Hawaii?

You’re in luck! Our guides on how to form a foreign Hawaii LLC or a foreign Hawaii corporation are easy to follow.

We can also do it for you when you hire Northwest!