The Limited Liability Company (LLC) is a smart entity choice for many start-up businesses. The LLC provides personal liability protection and has the potential to save money on taxes. With a little research, you can learn how to form an LLC in Hawaii without an attorney.
Unlike a sole proprietorship or partnership where the small business owner can be held personally liable for lawsuits against the business, the LLC is a separate legal structure, protecting for the business owner’s personal assets.
Besides the liability protection, the Limited Liability Company provides several other benefits over the sole proprietorship, partnership, and corporation because of the multiple tax options, ease of administration and management flexibility.
Forming an LLC in Hawaii can be both affordable and is simple enough for most people to start on their own. That said, it’s not a bad idea to have a legal professional like While the filing is pretty straightforward, it’s nice to have some support if you have questions, alerts when the annual report is due, forms like operating agreements, banking resolutions and more. There are companies like IncFile, Swyft Filings and others that do all of this for only $49.
To form a Limited Liability Company in Hawaii, file the Articles of Organization with the State of Hawaii, Business Registration Division. The LLC filing fee for standard processing is $51.
Approval for the LLC typically takes 1-2 weeks. Expedited processing is available which shortens the approval process to 2-3 business days and is an additional $25.
If you have questions, contact the Hawaii Department of Commerce and Consumer Affairs.
HOW TO FILE THE ARTICLES OF ORGANIZATION AND FORM A HAWAII LLC
The steps for filing online or by mail are largely the same. The screenshots show filing online.
- Go to https://hbe.ehawaii.gov/BizEx/home.eb and select “Use QuickFile”.
- Enter the email address and password used to register with DCCA and login.
- Next, click on the “Continue to Homepage” link. Then click “Use QuickFile”.
- Look for ‘Initial Business Filings’ and click the “LLC-1 Articles of Organization for Limited Liability Company” link. You will be given a prompt to use the wizard or continue with the filing. For the purposes of this step-by-step guide, we will just continue with the filing.
Step 1: Name the LLC
Enter the name you want for the LLC. The name of the LLC also has to differ from other entity names in the state of Hawaii. Check on available LLC names.
The name of the LLC must include one of the following designators at the end of the business name:
- Limited Liability Company
- Limited Liability Law Company
A comma may be used after the business name and before the designator. “Cowboy Cleaners LLC” and “Cowboy Cleaners, LLC” are both acceptable.
Step 2: Mailing Address of Principal Office
In this section, enter the street address, city, state, zip code and country of the initial principal office. This address can be the physical address of the LLC or it can be the address where the business records are stored. This does not have to be an address in Hawaii, but you may not use a PO Box for the designated office.
Step 3: Registered Agent
To have an LLC in Hawaii, a Registered Agent must be identified. The Registered Agent is either a resident of Hawaii (select Individual under Agent Type) or a registered agent service (select Entity under Agent Type and enter their state of incorporation from the State drop-down menu). The Registered Agent must have a physical address in the state to act as a point of contact to receive legal documents, tax notices, summons, subpoenas, etc on behalf of the LLC.
Even though the business owner can be the registered agent, their name and address become public record and with that comes a loss of privacy. This is more important for some entrepreneurs, especially when they are doing business from home.
Step 4: Organizer Information
The LLC Organizer is someone who is involved with the formation of the Articles of Organization. The Organizer may or may not be a member, such as a mentor, attorney or accountant, but the initial members could be listed as an organizer.
At least one organizer has to be listed.
Step 5: Period of Duration
Most businesses intend to exist forever and would suggest “At-will”. If you have a specific end date in mind (typically used for investment-related businesses) choose the close date.
Step 5: Member-Managed of Manager-Managed
This section asks if the LLC is Member-Managed or Manager-Managed.
- Member-Managed LLCs have members (owners) that 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.
Most LLCs are member-managed.
If the LLC is Manager-Managed, select option A or option B if the LLC is Member-Managed.
If A was selected, list the total number of members of the LLC.
In section C, enter the name and address of each of the members and/or managers.
Step 6: Liability
This section has options on if the members will be liable for the debts and obligations of the LLC.
Most people select “Shall not be liable for the debts, obligations, and liabilities of the company”.
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 that will require them to pay back a loan personally.
Step 7: Signature
Have an individual authorized to sign contracts to sign.
Step 8: Review
Review that the information is correct.
Step 9: Pay and File
Pay and file the Articles of Organization.
In approximately 2-3 business days if expedited or up to 2 weeks with standard processing, the LLC will be approved.
If mailing the LLC-1 form, send payment to:
State of Hawaii – DCCA
Business Registration Division
PO Box 40
Honolulu, HI 96810
That concludes the basics of forming an LLC in Hawaii. Remember, even though you can do it yourself, there is more to an LLC than just the filing. If you have questions, work with an attorney or a specialized entity formation company such as IncFile or Swyft Filings to make sure everything is done correctly.
While not required, an Operating Agreement is recommended in many cases. An Operating Agreement is a legal document outlining the roles and responsibilities for the members of the LLC. Read more about when an LLC needs an Operating Agreement.
After filing the LLC, be sure to register for an Employer Identification Number (EIN) with the Internal Revenue Service (IRS). The EIN is basically a social security number for a business and will be needed before opening a business bank account. There is no cost to apply and it takes about 5 minutes to get. See how to apply for an EIN.
Last, before starting a business in Hawaii, you may still need to apply for business licenses, sales tax permits, self-employment taxes and more in Hawaii. See the Guide to Starting a Business in Hawaii for more information.