How to Start a Corporation in Hawaii
Starting a Hawaii corporation is a very straightforward process. To start with, you will need to appoint a registered agent and file the Articles of Incorporation with the Hawaii Department of Commerce and Consumer Affairs.
Next, you will need to create corporate bylaws and then select your initial director(s).
We’ll show you how to start a corporation in Hawaii yourself.
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Step 1: Name Your Hawaii Corporation
Step 2: Choose a Registered Agent
Step 3: Hold an Organizational Meeting
Step 4: File the Articles of Incorporation
Step 5: Get an EIN
For a look at corporation formation in every state, check out our other How to Start a Corporation guides.
Not sure if a corporation is right for you? Check out our LLC vs. Corporation guide to help you make your decision.
Step 1: Name Your Hawaii Corporation
Choosing a business name is the first step in starting a corporation.
1. Hawaii naming guidelines:
- The name you select for your corporation is not allowed to imply it engages in purposes that are not permitted by law, or be misleading or confusing the general public.
- You are prohibited from electing a name for your corporation that is too similar to that of an existing business registered in the state of Hawaii.
- Domestic insurance corporations must include the word "insurance" in their name. For reciprocal insurers, names must include one of the following: reciprocal, interinsurer, inter-insurance, exchange, underwriters, or underwriting.
- Use of the following terms also requires state approval or certification: certified public accountant, public accountant, CPA, PA, cooperative, escrow, and escrow depository.
- You are obligated to include one of the following terms in your name: “company”, “corporation”, “limited”, or “incorporated” (either in full or as an abbreviation).
Read the Hawaii state statutes regarding corporation naming guidelines for more information.
2. Is my corporation name available in Hawaii?
Your Hawaii corporation name must be unique and distinguishable from other business names in Hawaii. Use the Hawaii Department of Commerce and Consumer Affairs' business database to determine if your desired business name is available.
3. Is the URL available?
Before registering your Hawaii corporation, you’ll need to check if a good URL is available for your business name. It’s important to secure your URL right away.
Step 2: Choose a Hawaii Registered Agent
You must appoint a Hawaii registered agent when registering your corporation with the Department of Commerce and Consumer Affairs.
A registered agent is an individual or entity appointed to receive service of process, government correspondence, and compliance documents on behalf of a business.
Your registered agent can be an individual, business entity, or professional registered agent service. Any member of the corporation or individual can serve as your Hawaii registered agent as long as the person:
- is 18 years or older
- has a physical address in the state where business activity is conducted
- is available (in person) during normal business hours
Recommended: Northwest offers one year of free registered agent services with their corporation formation package ($29 + State Fees).
Step 3: Hold an Organizational Meeting
Before you officially file the Articles of Incorporation in Step 4, you will need to hold an organizational meeting to complete the following tasks:
- Fill out and execute the Articles of Incorporation
- Create and approve bylaws
- Select your initial director(s)
- Determine your share structure
- Execute an Incorporator’s Statement
Create and Approve Corporate Bylaws
Bylaws are the rules that determine how your organization will be governed and run. For detailed instructions on creating your bylaws, read our corporate bylaws guide.
Appoint Initial Directors
You must appoint at least one director who will oversee your Hawaii corporation until the first shareholder meeting.
A corporate director is in charge of the adoption, amendment, and repeal of operational bylaws as well as the election, supervision, and removal of officers.
After forming the corporation, the incorporator(s) — or initial director(s), if named on the formation documents — should call an organizational meeting. During this initial meeting, either the incorporator(s) will elect the board of directors or the initial director(s) will appoint the officers.
Choose a Share Structure and Strategy
A share of stock is the unit of ownership of a corporation. Each share of stock represents a percentage of ownership of the company. For example, if a corporation issues one share of stock the shareholder (stock owner) would then own 100% of the corporation.
Shares can be structured into classes. Each class, termed a share class, holds different rights and privileges. You can have multiple classes and each class can hold any number of shares.
Authorized Shares: the number of shares the corporation is allowed to issue.
Issued Shares: the total number of shares actually issued to shareholders.
Share Class: a group of shares that has a unique set of rights and privileges.
The Articles of Incorporation form issued by the Hawaii Department of Commerce and Consumer Affairs may only be used to start a corporation with one share class. If your corporation needs a multiple share class structure, you must compose your own Articles of Incorporation.
Create and Execute an Incorporator’s Statement
The incorporator(s) should sign an Incorporator’s Statement with complete names and addresses of each initial director and store it in the corporate records book.
This document names the initial director(s) that will serve until the board of directors is elected during the first shareholder’s meeting. It should be stored with the rest of your corporate records.
Step 4: File the Hawaii Articles of Incorporation
You will need to file the Hawaii Articles of Incorporation to set up a corporation in Hawaii. You can file this form online, by mail, email, fax, or in-person with the Hawaii Department of Commerce and Consumer Affairs. The filing cost is $50 plus a $1 State Archives preservation fee. Hawaii also provides a document with detailed instructions.
This document will cover the basics of your corporation, including:
- Corporate name and principal address
- Corporate registered agent name and street address
- The number of authorized shares the corporation is allowed to issue
- Incorporator(s) name(s) and address(es)
File the Hawaii Articles of Incorporation
Option 1: File Online With Hawaii Business Express
File Online- OR -
Option 2: File the Articles of Incorporation by Mail, by Fax, by Email, or In Person
Download FormFiling Cost: $51
Mailing Address:
Department of Commerce and Consumer Affairs
Business Registration Division
P.O. Box 40
Honolulu, HI 96810
Office Address:
Department of Commerce and Consumer Affairs
Business Registration Division
335 Merchant Street
Honolulu, HI 96810
Fax: (808) 586-2733
Email Address: breg@dcca.hawaii.gov
Step 5: Get an EIN for Your Hawaii Corporation
An Employer Identification Number (EIN) is used by the federal government to identify a business entity. It is essentially a Social Security number for the company. An EIN is needed:
- To open a bank account for the company
- For federal and state tax purposes
- To hire employees
Get an EIN
Option 1: Request an EIN from the IRS
- OR -
Option 2: Apply for an EIN by Mail or Fax
Mail to:
Internal Revenue Service
Attn: EIN Operation
Cincinnati, OH 45999
Fax: (855) 641-6935
Fee: Free
Running Your Corporation
It is very important to adhere to the formalities of running a corporation. Read our How to Run a Corporation guide to learn more.
Taxes, Annual Reports, & Licensing
Hawaii State Corporation Tax Requirements
Depending on the nature of your business, you may be required to register for one or more forms of state tax:
Hawaii General Excise Tax
If you’re selling a product, you’ll typically need to register for a seller's permit through the Hawaii Business Express website. This allows a business to collect general excise tax.
Hawaii Employer Taxes
If you hire employees, you will need to register for Hawaii employer taxes through the Hawaii Tax Online website. This includes Employee Withholding Tax, Unemployment Insurance Tax, and Disability Insurance.
Hawaii Corporation Licenses and Permits
To operate your corporation in Hawaii, you must comply with federal, state, and local government regulations. For example, restaurants likely need health permits, building permits, signage permits, etc.
Learn more in our Hawaii Business License guide.
File the Hawaii Annual Report
You must file Hawaii’s Annual Report each year during the quarter that contains the registration anniversary date. You can file the report online or submit a hard copy to the Hawaii Department of Commerce and Consumer Affairs. The filing fee is $15.
Corporate Dissolution & Hawaii Good Standing
How to Get a Hawaii Certificate of Good Standing
A Certificate of Good Standing verifies that your Hawaii corporation was legally formed and has been properly maintained.
You can request a Certificate of Good Standing online on the Hawaii Business Express website. You will need to search for your company’s name, select your company from the search results, and then follow the appropriate prompts. The fee is $7.50 plus a $1 State Archives preservation fee.
Request a Certificate of Good Standing
Request a Certificate Online With Hawaii Business Express
Request OnlineFee: $8.50
How to Dissolve a Corporation in Hawaii
If at any point you would like to permanently stop doing business, or close your business, it is important to officially dissolve your corporation. Failure to do so in a timely fashion can result in tax liabilities, penalties, or even legal trouble.
There are five main steps to close your Hawaii corporation:
- Stop doing business
- Hold a board meeting, vote on dissolution, and record the meeting in the corporation minutes
- File the Articles of Dissolution with the Hawaii Department of Commerce and Consumer Affairs
- Close your federal and state business tax accounts with the IRS and Hawaii Department of Taxation
- Close your business bank accounts
File Dissolution Documents
There are two options for filing dissolution documents for a Hawaii corporation: dissolution for corporations that already issued shares and commenced business and dissolution for corporations that have not. You can file these documents online, by mail or in person. The filing fee is $25.
Articles of Dissolution
You can file the Articles of Dissolution (Form DC-13) by mail or in-person with the Hawaii Department of Commerce and Consumer Affairs.
You can also file online using the Hawaii Business Express website. If you choose to file online, you must log in to the website, click on “Manage” near the top of the screen and then select “Start a Change Request” on the next page.
Articles of Dissolution by Incorporators or Initial Directors
If your corporation has not yet issued shares or commenced business, you can file the Articles of Dissolution by Incorporators of Initial Directors (Form DC-10) by mail or in-person with the Hawaii Department of Commerce and Consumer Affairs.
You can also file online using the Hawaii Business Express website. If you choose to file online, you must log in to the website, click on “Manage” near the top of the screen and then select “Start a Change Request” on the next page.
Is a Corporation Right For You?
An LLC provides limited liability protection without corporate complexity.
Find out if an LLC is the right structure for you.
Steps After Forming a Corporation
After forming a corporation, you’ll want to protect your personal and business assets and build credit.
Taking these steps will set your business up for success:
- Open a Business Bank Account
- Open a Business Credit Card
- Establish and Build Business Credit
- Get Insurance
- Protect Your Corporate Veil
Form a Corporation with Northwest for $29 Plus State Fees
Hawaii Corporation FAQ
In order to create your Hawaii corporation, you will need to pay a filing cost of $50, as well as a $1 State Archive preservation fee in order to submit the Articles of Incorporation.
Two other factors that will influence your startup cost include the number of authorized shares issued and the cost of your registered agent service (if applicable).
See our How Much Does a Registered Agent Cost article for more information.
LLCs are typically more cost-effective, benefit from enhanced tax flexibility, and are not subject to as many operational regulations as corporations.
However, if you're looking to attract investment, a corporation may be the way to go, as its structure is more appealing to private investors.
For a further overview, we recommend having a look at our Why Investors and Venture Capitalists Like C Corporations article.
In Hawaii, the review process for your incorporation filing can be completed in between three and five business days.
If you need to speed this process up, expedited one-day filings are available for an additional fee.
For more information, having a look at our How to Start a Corporation in Hawaii guide.
While starting a corporation in Hawaii can be more time-consuming, costly, and demanding in comparison to other business entities, it is still fairly straightforward.
The process includes finding an appropriate name, selecting a registered agent, holding an organizational meeting, and filing the Articles of Organization.
More of the differences between LLCs and corporations are outlined in our LLC vs Corporation article.
Starting an LLC may not be significantly simpler than starting a corporation, but it is definitely easier to manage and run.
This is because corporations must abide by extensive federal regulations and management procedures in order to remain compliant, while LLCs have more flexibility and are subject to fewer formalities.
See our What is an LLC article for more information.