Form a Corporation in Hawaii
Everything you need to know about forming a Corporation in Hawaii. Filing fees, requirements, timeline, and step-by-step guidance.
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How to File
Choose a Corporate Name
Select a unique name for your corporation that includes a designator such as 'Corporation,' 'Incorporated,' 'Limited,' or an abbreviation thereof (Corp., Inc., Ltd.). Search the Hawaii Business Express name database to confirm availability.
30 minutes
Appoint a Registered Agent
Designate a registered agent with a physical street address in Hawaii who is authorized to accept legal documents and service of process on behalf of the corporation. The registered agent can be an individual resident or a qualified commercial registered agent.
1-2 hours
File Articles of Incorporation
Prepare and file the Articles of Incorporation with the Hawaii Department of Commerce and Consumer Affairs (DCCA), Business Registration Division. You may file online via Hawaii Business Express or by mail, paying the $50 filing fee.
1-2 hours
Appoint Directors and Hold Organizational Meeting
Appoint the initial board of directors as listed in the Articles of Incorporation, then hold an organizational meeting to adopt corporate bylaws, issue initial shares of stock, and elect officers such as President, Secretary, and Treasurer.
2-4 hours
What's Next After Filing
Once your Corporation is officially formed, you'll want to complete these important steps:
- •Draft and Adopt Corporate Bylaws — Create corporate bylaws that govern the internal operations of the corporation, including procedures for shareholder meetings, voting rights, officer duties, and dividend distribution. Bylaws are not filed with the state but must be maintained at the principal office.
- •Obtain an EIN and Open a Business Bank Account — Apply for a Federal Employer Identification Number (EIN) from the IRS online at no cost, which is required for tax purposes, hiring employees, and opening a business bank account. Use the EIN to open a dedicated corporate bank account to maintain separation of personal and business finances.
- •Register for Hawaii State Taxes and Obtain Licenses — Register with the Hawaii Department of Taxation for General Excise Tax (GET) and any other applicable state taxes using Hawaii Tax Online. Obtain any required business licenses or permits specific to your industry and county in Hawaii.
Advantages
- ✓Limited liability protection shields shareholders' personal assets from corporate debts and legal judgments
- ✓Corporations can raise capital more easily by issuing shares of stock to investors, making them attractive for growth-focused businesses
- ✓Corporations have perpetual existence, meaning the business continues regardless of changes in ownership or the death of a shareholder
- ✓Hawaii corporations can elect S-Corp status with the IRS to avoid double taxation and pass corporate income directly to shareholders' personal tax returns
Considerations
- •C-Corporations face double taxation, where corporate profits are taxed at the entity level and again when distributed as dividends to shareholders
- •Corporations require more administrative formality than LLCs, including maintaining bylaws, holding annual meetings, recording minutes, and issuing stock
- •Formation and ongoing compliance costs, including state fees, registered agent fees, and accounting expenses, are generally higher for corporations than for sole proprietorships or partnerships
Annual Obligations
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