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Sweet Home Hawaii

If you wish to incorporate in Hawaii, CorpNet is here to assist you with your needs. It doesn't have to be an overwhelming task. The power for incorporating in Hawaii is under the Hawaii Department of Commerce, Business Registration Division with the Hawaii Secretary of State. This is the government agency that is in charge of all forms, filings, and record keeping. The main office is located in Honolulu.

The types of business structures available are Domestic Profit Corporation, Domestic Non-Profit Corporation, Foreign Profit Corporation, Foreign Non-Profit Corporation, Professional Corporation, Limited Liability Company, Limited Liability Partnership, and Limited Partnership.

Five basic steps to incorporate in Hawaii

  1. You want to begin by making sure that your company name is available. You can use the free company name search to run a search on the name that you are considering. Your corporate name in Hawaii must contain either the words “Incorporated”, “Corporation”, or “Limited”, or at least an abbreviation of one of those words. Applications are good for 120 days.

  2. You must then register your corporation (or LLC) with the Hawaii Department of Commerce, Business Registration Division. CorpNet offers filings of the Articles of Incorporation (for corporate structures) and for LLCs, Articles of Organization.

  3. The first official meeting for the corporation or LLC must be held and the Bylaws (corporations) or Operating Agreement (LLCs) must be adopted. This is a legal meeting and must be recorded accordingly. (See the section included below about officers and documentation.)

  4. Obtain a Federal Employer Identification Number (EIN) under the corporate name. You will also have to open a bank account under this number for your business’s accounting purposes. Your financial institution will want a copy of the EIN as well as a certificate of registration from the Secretary of State.

  5. Obtain any specific licenses and permits required, either statewide or for the county in which you will do business. Some examples would be: Electrician’s license, trucking licenses and permits, Liquor license, etc. These are not processed by the Secretary of State. For county purposes, you should visit your county clerk’s office.

Foreign and Domestic Corporations

A foreign corporation is a corporation registered in another state that conducts business in Hawaii. Foreign corporations have to register in Hawaii to do business in the state. An Application for Certificate of Authority for Foreign Corporation must be filed along with a Certificate of Good Standing, from the state or country where the corporation was organized. It must be dated no earlier than 60 days prior to filing.

Domestic corporations are those formed in Hawaii itself. Articles of Incorporation for domestic profit corporations must be carried out and filed by at least one incorporator. At least one director is obligatory if the corporation only has one shareholder. The corporation is free from registration under Hawaii’s Uniform Securities Act if there are 25 or fewer subscribers. To register a Domestic Profit Corporation in Hawaii, you must file the Articles of Incorporation with the correct filing fee.

Officers and documents

The bylaws oversee a Hawaii corporation's business and associations. A corporation must main its bylaws at its main executive office and is not obligated to file them with the government. The Board of Directors of a corporation may approve, adjust or revoke bylaws, unless the articles preserve this right for the shareholders. Officers can be listed in the bylaws or elected by the board itself, as long as this is in compliance with the set bylaws.

There must be one or more directors. One is mandatory, even if the corporation only has one shareholder. The director has to be a natural person who is at least 18years of age. The bylaws or articles of incorporation may hold supplementary qualifications as far as the directors are concerned.

Common Forms

  • Articles of Incorporation – There are several types, depending on if the corporation is domestic or foreign non-profit, domestic or foreign profit, stock, a limited liability company, or a partnership.

  • Corporate Disclosure Statement – Filed annually for publically traded stock issuing corporations.

  • Annual Report – This filed annually. It provides the State with information about corporate officers and structure. There is a different version for non-profits as well as different ones for professional and for=profit organizations. This document reiterates a lot of the original information for the corporation, like the nature of the business and contact information.

  • Application for Reservation of Name – Used to verify and reserve a corporate name before the Articles are filed. It is valid for 120 days.

Forming a corporation online

Incorporation in Hawaii can be conducted through our services in order to make things easier and less overwhelming. Although some filings are not available online (such as the Corporate Name Reservation) they can be faxed or mailed.

We offer complete packages that let you to establish your corporation or LLC without missing important steps or documents. Our professionals will help you through the process and unlimited customer support is included in our services. This allows you to concentrate on managing your business rather than getting stuck in state mandated paperwork.

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