If you’ve gone to the trouble to create an entity for your business, such as a Hawaii corporation, Limited Liability Company (LLC), Limited Liability Partnership (LLP), or Limited Partnership (LP), one of the requirements you have is to identify and always maintain a registered agent. In fact, the Hawaii Department of Commerce and Consumer Affairs (DCCA) office will not allow you to file your entity without listing an initial registered agent. Additionally, maintaining a registered agent throughout the existence of your entity is a statutory requirement.
Learn more about the registered agent, their job duties, and more.
Hawaii Registered Agent Overview
A registered agent (also referred to as a resident agent or statutory agent in some states) is a person or company that is designated to be the official point of contact between the government and your business entity.
The requirements for an entity to have a registered agent are formed under Hawaii law, Statutes §428-107 (LLC) and §425-18 (corporation), which mandate that registered entities will have and continuously maintain a registered agent and registered office within the state. The agent must also be available during normal business hours to forward any service of process, notice, or demand pertaining to the entity to the appropriate individuals.
Duties of a Registered Agent
The primary responsibility of a registered agent in Hawaii is to accept important legal notices and tax documents and then forward them to the appropriate person in the business.
Not only is a registered agent required when forming an LLC or corporation, but you must maintain a registered agent to keep the entity in compliance. Besides the requirement of designating a registered agent at the time of formation, there are several reasons to have one:
- Not Receiving Legal Notices – If the listed registered agent cannot receive legal notices, this lawsuit will still proceed. If a process server is unsuccessful in reaching the company’s registered agent, the court can proceed with the case. This could result in a judgment being placed against the business without the owners knowing.
- Penalties and Fees – By not maintaining a current registered agent, penalties and state fees can be levied against the entity and, in some cases, the owners too. Once an entity is no longer in good standing with the state, the owners may lose their liability protection and are at risk personally.
- Entity Closure – Waiting too long to remedy the lack of a registered agent may result in the administrative closure or dissolving the entity.
Common Questions About Hawaii Registered Agents
Is a registered agent required in Hawaii?
A registered agent is required by the Hawaii Department of Commerce and Consumer Affairs, Business Registration Division when filing for a business entity such as a corporation, Limited Liability Company, Limited Liability Partnership, or Limited Partnership. This appointment is first made in the entity formation documents (Articles of Organization or Articles of Incorporation) but can be changed at any time.
Sole proprietorships and general partnerships do not need a registered agent.
Who can serve as a registered agent in Hawaii?
A registered agent in Hawaii can be any resident of the state who is 18 years or older, a registered Hawaii domestic business entity, or a foreign business entity authorized to do business in the state. An entity may not be its own agent.
The registered agent needs to have a physical street address (often referred to as a registered office or principal office) in the state of Hawaii. This can be your home address, the address of a family member, an accountant or attorney, the address of the business, or a Hawaii registered agent service. Any physical address in the state may be used, but PO Boxes and mail drop services are not acceptable since someone has to be available to sign for documents.
The agent will also need to be available to receive Service of Process on behalf of the business during normal business hours. Service of process refers to the delivery of legal documents, often a summons, subpoena, or lawsuit filed against a business entity.
Can you be your own registered agent in Hawaii?
Yes! Any individual, business owner, LLC member, officer, director, etc., of a business entity that meets the state of Hawaii registered agent requirements can be a registered agent.
Should you be your own Hawaii registered agent?
Provided one of the members or officers live in Hawaii, it is less expensive to act as your own agent rather than hiring a service. While this is the route many businesses take, there are a few reasons to consider hiring a service.
Privacy – The address of the registered agent becomes public record and is available for anybody to see. This can be especially concerning if someone is doing business on the side, and they don’t want their employer to know about the business. Also, if the business is sued, the notice will be delivered to the address on file. This could mean employees, customers, or even neighbors witnessing the event. There is always the remote possibility of a vindictive litigant or upset customer showing up at your house.
Availability – Hawaii requires the registered agent to be available at the principal address during regular business hours. The biggest issue with availability, especially if a home address is used, is if the agent goes on vacation or is otherwise away for some period of time and can’t be reached.
Due Date Reminders – Registered agent services provide Hawaii annual report reminders and updates on any state requirements.
If the Business Expands to Additional Locations – If the business has a physical presence in multiple states (offices, warehouses, employees, etc.), a foreign entity registration will often need to be filed with those states. A registered agent will need to be appointed with a physical address in each state.
How much does a Hawaii registered agent service cost?
Depending on the services provided, a commercial registered agent service typically costs between $100-$150 per year. Northwest Registered Agent is a popular service that charges $125 per year and offers several extras such as document scanning and mail forwarding and Harbor Compliance has a basic service starting at $99.
Some entity formation companies, like IncFile, includes registered agent service at no cost for the first year when you register your corporation or LLC with them.
Can I change a registered agent in Hawaii?
If the registered agent changes, the entity is required to file a change of registered agent.
A registered agent can be changed by submitting the Statement of Change of Registered Agent by Entity along with the filing fee to the Hawaii Business Registration Division of the Department of Commerce and Consumer Affairs.
Along with filing the form, the operating agreement (LLC) or bylaws (corporation) should be updated with the new contact information of the registered agent.